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UNITED STATESSECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 20-F/A(Amendment No. 1)

☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2019

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .

OR

☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of event requiring this shell company report

Commission File Number: 1-14840

AMDOCS LIMITED(Exact name of Registrant as specified in its charter)

Island of Guernsey

(Jurisdiction of incorporation or organization)Hirzel House, Smith Street,

St. Peter Port, Guernsey, GY1 2NGAmdocs, Inc.

1390 Timberlake Manor Parkway, Chesterfield, Missouri 63017(Address of principal executive offices)

Matthew E. SmithAmdocs, Inc.

1390 Timberlake Manor Parkway, Chesterfield, Missouri 63017Telephone: 314-212-8328

Email: dox_info@amdocs.com(Name, Telephone, Email and/or Facsimile number and Address of Company Contact Person)

Securities registered or to be registered pursuant to Section 12(b) of the Act:

Title of Each Class Name of Exchange on Which RegisteredOrdinary Shares, par value £0.01 Nasdaq Global Select Market

Securities registered or to be registered pursuant to Section 12(g) of the Act:None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:

None

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report.

Ordinary Shares, par value £0.01 134,773,123(1)(Title of class) (Number of shares)

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☒ No ☐

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of1934. Yes ☐ No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months(or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and postedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post suchfiles). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See definition of “largeaccelerated filer,” “accelerated filer,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☒ Accelerated filer ☐ Non-accelerated filer ☐ Emerging growth company ☐

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extendedtransition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

U.S. GAAP ☒ International Financial Reporting Standards as issuedby the International Accounting Standards Board ☐

Other ☐

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

(1) Net of 142,374,728 shares held in treasury. Does not include 6,941,175 ordinary shares reserved for issuance upon exercise of stock options and vesting of restricted stock units grantedunder our stock option plan or by companies we have acquired.

Table of ContentsExplanatory Note

Amdocs Limited (the “Company”) is filing this Amendment No. 1 (this “Amendment No. 1”) to its Annual Report on Form 20-F for the fiscal yearended September 30, 2019 (the “Form 20-F”), which was filed with the Securities and Exchange Commission on December 16, 2019, to submitInteractive Data Files (as defined in Rule 11 of Regulation S-T) in Inline XBRL format in accordance with Rules 405 and 406 of Regulation S-T.

Except as set forth above, this Amendment No. 1 does not modify or update any of the disclosures in the Form 20-F.

Table of ContentsTABLE OF CONTENTS

Page PART I 1

Item 1. Identity of Directors, Senior Management and Advisers 1 Item 2. Offer Statistics and Expected Timetable 1 Item 3. Key Information 1 Item 4. Information on the Company 16 Item 4A. Unresolved Staff Comments 29 Item 5. Operating and Financial Review and Prospects 29 Item 6. Directors, Senior Management and Employees 46 Item 7. Major Shareholders and Related Party Transactions 53 Item 8. Financial Information 54 Item 9. The Offer and Listing 55 Item 10. Additional Information 55 Item 11. Quantitative and Qualitative Disclosures About Market Risk 65 Item 12. Description of Securities Other Than Equity Securities 66

PART II 66

Item 13. Defaults, Dividend Arrearages and Delinquencies 66 Item 14. Material Modifications to the Rights of Security Holders and Use of Proceeds 66 Item 15. Controls and Procedures 66 Item 16A. Audit Committee Financial Expert 67 Item 16B. Code of Ethics 67 Item 16C. Principal Accountant Fees and Services 67 Item 16D. Exemption from the Listing Standards for Audit Committees 68 Item 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers 68 Item 16G. Corporate Governance 69 Item 16H. Mine Safety Disclosure 69

PART III 69

Item 17. Financial Statements 69 Item 18. Financial Statements 69 Item 19. Exhibits 69

Unless the context otherwise requires, all references in this Annual Report on Form 20-F to “Amdocs,” “we,” “our,” “us” and the “Company”refer to Amdocs Limited and its consolidated subsidiaries and their respective predecessors, and references to our software products, refer to current andsubsequent versions. Our consolidated financial statements are prepared in accordance with generally accepted accounting principles in the UnitedStates, or U.S. GAAP, and are expressed in U.S. dollars. References to “dollars” or “$” are to U.S. dollars. Our fiscal year ends on September 30 of eachcalendar year. References to any specific fiscal year refer to the year ended September 30 of the calendar year specified. For example, we refer to thefiscal year ending September 30, 2019 as “fiscal 2019.”

We own, have rights to or use trademarks or trade names in conjunction with the sale of our products and services, including Amdocs™, CES™

and The New World of Customer Experience™, among others. i

Table of ContentsForward Looking Statements

This Annual Report on Form 20-F contains forward-looking statements (within the meaning of the U.S. federal securities laws) that involvesubstantial risks and uncertainties. You can identify these forward-looking statements by words such as “expect,” “anticipate,” “believe,” “seek,”“estimate,” “project,” “forecast,” “continue,” “potential,” “should,” “would,” “could,” “intend” and “may,” and other words that convey uncertainty offuture events or outcome. Statements that we make in this Annual Report that are not statements of historical fact also may be forward-lookingstatements. Forward-looking statements are not guarantees of future performance, and involve risks, uncertainties and assumptions that may cause ouractual results to differ materially from the expectations that we describe in our forward-looking statements. There may be events in the future that we arenot accurately able to predict, or over which we have no control. You should not place undue reliance on forward-looking statements. Although we mayelect to update forward-looking statements in the future, we disclaim any obligation to do so, even if our assumptions and projections change, exceptwhere applicable law may otherwise require us to do so. Readers should not rely on those forward-looking statements as representing our views as ofany date subsequent to the date of the filing of this Annual Report on Form 20-F.

Important factors that may affect these projections or expectations include, but are not limited to: changes in the overall economy; changes incompetition in markets in which we operate; changes in the demand for our products and services; the loss of a significant customer; consolidationwithin the industries in which our customers operate; our ability to derive revenues in the future from our current research and development efforts;changes in the telecommunications regulatory environment; changes in technology that impact both the markets we serve and the types of products andservices we offer; financial difficulties of our customers; losses of key personnel; difficulties in completing or integrating acquisitions; litigation andregulatory proceedings; and acts of war or terrorism. For a discussion of these and other important factors, please read the information set forth belowunder the caption “Risk Factors.”

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Table of ContentsPART I

ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

Not applicable.

ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE

Not applicable.

ITEM 3. KEY INFORMATION

Selected Financial Data

Our historical consolidated financial statements are prepared in accordance with U.S. GAAP and presented in U.S. dollars. The selected historicalconsolidated financial information set forth below has been derived from our historical consolidated financial statements for the years presented.Historical information as of and for the five years ended September 30, 2019 is derived from our consolidated financial statements, which have beenaudited by Ernst & Young LLP, our independent registered public accounting firm. You should read the information presented below in conjunction withthose statements.

The information presented below is qualified by the more detailed historical consolidated financial statements, the notes thereto and the discussionunder “Operating and Financial Review and Prospects” included elsewhere in this Annual Report.

2019 2018 2017 2016 2015 (in thousands, except share data)

Statement of Operations Data: Revenue $4,086,669 $3,974,837 $3,867,155 $3,718,229 $3,643,538 Operating income 569,746 428,307 517,333 483,141 515,948 Net income 479,446 354,396 436,826 409,331 446,163 Basic earnings per share 3.49 2.49 2.99 2.74 2.89 Diluted earnings per share 3.47 2.47 2.96 2.71 2.85 Dividends declared per share(1) 1.105 0.970 0.855 0.755 0.665

2019 2018 2017 2016 2015 (in thousands)

Balance Sheet Data: Cash, cash equivalents and short-term interest-bearing investments $ 471,632 $ 519,216 $ 979,608 $1,095,723 $1,354,012 Total assets 5,292,826 5,347,815 5,279,380 5,331,355 5,324,652 Long-term obligations Convertible senior notes(2) — — — — 571 Equity 3,542,466 3,492,042 3,574,070 3,453,561 3,406,842 (1) In the fourth quarter of fiscal 2012, we instituted a discretionary quarterly cash dividend program in the amount of $0.13 per share, with the first

payment in the first quarter of fiscal 2013. In January 2014, January 2015, February 2016, January 2017, January 2018 and January 2019, ourshareholders approved increases in the rate of the quarterly cash dividend to $0.155 per share, $0.17 per share, $0.195 per share, $0.22 per share,$0.25 and $0.285, respectively. In November 2019, our Board of Directors approved, subject to shareholders approval at the January 2020 annualgeneral shareholders meeting, an increase in the rate of the quarterly cash dividend to $0.3275 per share.

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Table of Contents(2) On September 6, 2016 (the “Redemption Date”), we redeemed all of our outstanding convertible notes due 2024 at a redemption price of 100% of

the principal amount of the notes, plus accrued and unpaid interest up to, but excluding, the Redemption Date.

Ordinary Shares

AdditionalPaid-InCapital

TreasuryStock Shares Amount

(in thousands) Statement of Changes in Shareholders’ Equity Data: Balance as of September 30, 2016 147,134 $4,377 $3,322,789 $(4,024,527)

Employee stock options exercised 2,220 28 87,948 — Repurchase of shares(1) (5,519) — — (340,597)Tax benefit from equity-based awards — — 3,611 — Issuance of restricted stock, net of forfeitures 556 5 — — Equity-based compensation expense related to employees — — 44,539 —

Balance as of September 30, 2017 144,391 $4,410 $3,458,887 $(4,365,124)Employee stock options exercised 1,800 24 81,262 — Repurchase of shares(1) (6,337) — — (419,228)Issuance of restricted stock, net of forfeitures 323 2 — — Equity-based compensation expense related to employees — — 47,476 —

Balance as of September 30, 2018 140,177 $4,436 $3,587,625 $(4,784,352)Employee stock options exercised 874 11 41,487 — Repurchase of shares(1) (6,656) — — (398,057)Issuance of restricted stock, net of forfeitures 378 5 — — Equity-based compensation expense related to employees — — 38,550 —

Balance as of September 30, 2019 134,773 $4,452 $3,667,662 $(5,182,409) (1) From time to time, our Board of Directors can adopt share repurchase plans authorizing the repurchase of our outstanding ordinary shares. On

November 8, 2017, our Board of Directors adopted another share repurchase plan for the repurchase of up to an additional $800.0 million of ouroutstanding ordinary shares with no expiration date. In April 2018, we completed the repurchase of the remaining authorized amount of ordinaryshares under the February, 2016 plan and began executing repurchases under the November 2017 plan. In fiscal year 2019, we repurchasedapproximately 6.7 million ordinary shares at an average price of $59.79 per share (excluding broker and transaction fees). The November 2017plan permits us to purchase our ordinary shares in open market or privately negotiated transactions at times and prices that we considerappropriate. As of September 30, 2019, we had remaining authority to repurchase up to $239.2 million of our outstanding ordinary shares underthe November 2017 plan. On November 12, 2019, our Board of Directors adopted another share repurchase plan for the repurchase of up to anadditional $800.0 million of our outstanding ordinary shares with no expiration date which brings the unused authorization as of September 30,2019 to $1,039.2 million. The authorizations permit us to purchase our ordinary shares in open market or privately negotiated transactions at timesand prices that we consider appropriate.

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Table of ContentsRisk Factors

We are exposed to general global economic and market conditions, particularly those impacting the communications industry.

We provide software and services primarily to service providers in the communications industry, and our business is therefore highly dependentupon conditions in that industry. Developments in the communications industry, such as the impact of global economic conditions, industryconsolidation, emergence of new competitors, commoditization of voice, video and data services and changes in the regulatory environment, at timeshave had, and could continue to have, a material adverse effect on our existing or potential customers. These conditions have reduced, and may continueto reduce, the growth rates that the communications industry had previously experienced and caused the market value, financial results and prospectsand capital spending levels of many communications companies to decline or degrade. Industry consolidation involving our customers, which has beensignificant in recent years, may place us at risk of losing business to the incumbent provider to one of the parties to the consolidation or to newcompetitors. During previous economic downturns, the communications industry experienced significant financial pressures that caused many in theindustry to cut expenses and limit investment in capital intensive projects and, in some cases, led to restructurings and bankruptcies. Continuinguncertainty as to the pace of economic recovery following such economic downturns may have adverse consequences for our customers and ourbusiness.

Downturns in the business climate for communications companies have in the past resulted in slower customer buying decisions and pricepressures that adversely affected our ability to generate revenue. Adverse market conditions may have a negative impact on our business by decreasingour new customer engagements and the size of initial spending commitments under those engagements, as well as decreasing the level of demand andexpenditures by existing customers. In addition, a slowdown in buying decisions may extend our sales cycle period and may limit our ability to forecastour flow of new contracts. If such adverse business conditions arise in the future, our business may be harmed.

If we fail to adapt to changing market conditions and cannot compete successfully with existing or new competitors, our business could beharmed.

We may be unable to compete successfully with existing or new competitors. Our failure to adapt to changing market conditions and to competesuccessfully with established or new competitors could have a material adverse effect on our results of operations and financial condition. We faceintense competition for the software products and services that we sell, including competition for managed services we provide to customers under long-term service agreements. These managed services include management of data center operations and IT infrastructure, application management andongoing support, systems modernization and consolidation and management of end-to-end business processes for billing and customer care operations.

The market for communications information systems is highly competitive and fragmented, and we expect competition to continue to increase. Wecompete with independent software and service providers and with the in-house IT and network departments of communications companies. Our maincompetitors include firms that provide IT services (including consulting, systems integration and managed services), software vendors that sell productsfor particular aspects of a total information system, software vendors that specialize in systems for particular communications services (such as Internet,wireline and wireless services, cable, satellite and service bureaus) and network equipment providers that offer software systems in combination with thesale of network equipment. We also compete with companies that provide digital commerce software and solutions.

We believe that our ability to compete with other vendors as well as with in-house IT and network departments of communications companies,depends on a number of factors, including:

• the development by others of software products and services that are competitive with our products and services,

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Table of Contents • the price at which others offer competitive software and services, • the ability of competitors to deliver projects at a level of quality that rivals our own, • the responsiveness of our competitors to customer needs, and • the ability of our competitors to hire, retain and motivate key personnel.

A number of our competitors have long operating histories, large customer bases, substantial financial, technical, sales, marketing and otherresources, and strong name recognition. Current and potential competitors have established, and may establish in the future, cooperative relationshipsamong themselves or with third parties to increase their abilities to address the needs of our existing or prospective customers. In addition, ourcompetitors have acquired, and may continue to acquire in the future, companies that may enhance their market offerings. Accordingly, new competitorsor alliances among competitors may emerge and rapidly acquire significant market share. As a result, our competitors may be able to adapt more quicklythan us to new or emerging technologies and changes in customer requirements, and may be able to devote greater resources to the promotion and saleof their products. We cannot assure you that we will be able to compete successfully with existing or new competitors. If we fail to adapt to changingmarket conditions and to compete successfully with established or new competitors, our results of operations and financial condition may be adverselyaffected.

If we do not continually enhance our products and service offerings, introduce new products and features and adopt and monetize newtechnologies and methodologies in the marketplace we may have difficulty retaining existing customers and attracting new customers.

We believe that our future success will depend, to a significant extent, upon our ability to enhance our existing products and services, to introducenew products, services and features to meet the requirements of our customers, and to adopt to and leverage new technologies and methodologies suchas cloud, microservices-based architecture, DevOps, automation, and artificial intelligence, in a rapidly developing and evolving market. We devotesignificant resources to refining and expanding our base software modules and to developing our products, services and development methodologies andtools. In some instances, we rely on cooperative relationships with third parties to assist us in delivering certain products and services to our customers.Our present or future products, services and technology may not satisfy the evolving needs of the communications industry or of other industries that weserve. If we are unable to anticipate or respond adequately to such needs, due to resource, technological or other constraints, our business and results ofoperations could be harmed.

Our future success will depend on our ability to develop and maintain long-term relationships with our customers and to meet their expectationsin providing products and performing services.

We believe that our future success will depend to a significant extent on our ability to develop and maintain long-term relationships withsuccessful network operators and service providers with the financial and other resources required to invest in significant ongoing development of ourproducts and services. If we are unable to develop new customer relationships, our business will be harmed. In addition, our business and results ofoperations depend in part on our ability to provide high quality services to customers that have already implemented our products. If we are unable tomeet customers’ expectations in providing products or performing services, our business and results of operations could be harmed.

If our security measures for our software, hardware, services or cloud offerings are compromised and as a result, our data, our customers’ dataor our IT systems are accessed improperly, made unavailable, or improperly modified, our products and services may be perceived as vulnerable,which may materially affect our business and result in potential legal liability.

Our products and services, including our cloud offerings, store, retrieve, and manage our customers’ information and data, as well as our owndata. We have a reputation for secure and reliable product offerings and

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Table of Contentsrelated services and we have invested a great deal of time and resources in protecting the integrity and security of our products, services and the internaland external data that we manage. Despite our efforts to implement security measures, we cannot guarantee that our systems are fully protected fromvulnerabilities related to IT-related viruses, worms and other malicious software programs, attacks, break-ins and similar disruptions from unauthorizedtampering by computer hackers and others. Increasing sophistication and frequency of cybersecurity incidents could mean that we might not discover asecurity breach or a loss of information for a significant amount of time after the breach, and might not be able to anticipate attacks or implementsufficient mitigating measures. Such cybersecurity incidents could include, but not limited to, an attempt to gain unauthorized access to digital systemsfor purposes of misappropriating assets or sensitive information, corrupting data, or causing operational disruption. “Phishing” and other types ofattempts to obtain unauthorized information or access are often sophisticated and difficult to detect or defeat. In addition, security measures in ourproducts and services may be penetrated or bypassed by computer hackers and others who may gain unauthorized access to our or our customers’ orpartners’ software, hardware, cloud offerings, networks, data or systems. These actors may use a wide variety of methods, which may includedeveloping and deploying malicious software to attack our products and services and gain access to our networks and datacenters, using socialengineering techniques, or acting in a coordinated manner to launch distributed denial of service or other coordinated attacks. This is also true for thirdparty data, products or services incorporated into our own. Data may also be accessed or modified improperly as a result of customer, partner oremployee error or malfeasance and third parties may attempt to fraudulently induce customers, partners, employees or suppliers into disclosing sensitiveinformation such as user names, passwords or other information in order to gain access to our data or IT systems or our customers’ or partners’ data orIT systems. Any of the foregoing occurrences could create system disruptions and cause shutdowns or denials of service or compromise data, includingpersonal or confidential information, of us, our partners or our customers.

If a cyber-attack or other security incident (for example phishing, advanced persistent threats, or social engineering) were to result in unauthorizedaccess to, or deletion of, and/or modification and/or exfiltration of our customers’ data, other external data or our own data or our IT systems or if theservices we provide to our customers were disrupted, customers could lose confidence in the security and reliability of our products and services,including our cloud offerings, and perceive them not to be secure. This in turn could lead to fewer customers using our products and services and resultin reduced revenue and earnings. The costs we would incur to address and fix these security incidents would increase our expenses. These risks willincrease as we continue to grow our cloud solutions and network offerings and store and process increasingly large amounts of data, including personalinformation and our customers’ confidential information and data and other external data, and host or manage parts of our customers’ businesses incloud-based IT environments. In addition, we have acquired certain companies, products, services and technologies over the years and have partneredwith other companies for certain of our other offerings. While we make significant efforts to address any IT security issues with respect to our acquiredcompanies and partners, we may still inherit such risks when we integrate these companies, products, services and technologies or work with ourpartners.

Any of the events described above could cause our customers to make claims against us for damages allegedly resulting from a security breach orservice disruption, which could adversely affect our business, results of operation and financial condition.

We are subject to laws, directives, and regulations relating to the collection, use, retention, disclosure, security and transfer of personal data. Theselaws, directives, and regulations, and their interpretation and enforcement continue to evolve and may be inconsistent from jurisdiction to jurisdiction.For example, the General Data Protection Regulation (GDPR), which regulates the use of personally identifiable information, went into effect in theEuropean Union (EU) on May 25, 2018, applies globally to all of our activities conducted from an establishment in the EU, to related products andservices that we offer to EU customers and to non-EU customers which offer services in the EU. The GDPR also affects our role as product developers,as we are required to adopt “privacy by design” principles in order to address our customers’ need to apply privacy adequate solutions when handlingtheir subscribers’ data. Complying with the GDPR and similar emerging and

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Table of Contentschanging privacy and data protection requirements may cause us to incur substantial costs or require us to change our business practices. Additionally,new local privacy laws have been enacted recently as part of an overall trend, including in the Philippines, U.S.A and Brazil. Noncompliance with ourlegal obligations relating to privacy and data protection could result in penalties, fines, legal proceedings by governmental entities or others, loss ofreputation, legal claims by individuals and customers and significant legal and financial exposure and could affect our ability to retain and attractcustomers. In addition, Guernsey has introduced legislation similar in form to the GDPR, the Data Protection (Bailiwick of Guernsey) Law, 2017 (asamended) which will apply globally in a similar fashion as the GDPR to our activities conducted from and within Guernsey.

We may not receive significant revenues from our current research and development efforts for several years, if at all.

Developing software and digital products is expensive and the investment in the development of these products often involves a long return oninvestment cycle. An important element of our corporate strategy is to continue to make significant investments in research and development and relatedproducts and service opportunities both through internal investments and the acquisition of intellectual property including from companies that we haveacquired. Accelerated products and service introductions and short software and hardware life cycles require high levels of expenditures for research anddevelopment that could adversely affect our operating results if not offset by revenue increases. We believe that we must continue to dedicate asignificant amount of resources to our research and development efforts to maintain our competitive position. However, we cannot guarantee that wewill receive significant revenues from these investments for several years, if at all.

Our business is dependent on a limited number of significant customers, and the loss of any one of our significant customers, or a significantdecrease in business from any such customer, could harm our results of operations.

Our business is dependent on a limited number of significant customers, of which AT&T has historically been our largest. AT&T accounted for23% and 27% of our revenue in fiscal years 2019 and 2018, respectively. We cannot assure you that our revenues from AT&T will remain the same orgrow in future years. Aggregate revenue derived from the multiple business arrangements we have with the ten largest of our significant customersaccounted for approximately 65% of our revenue in fiscal year 2019 and 66% in fiscal year 2018. The loss of any significant customer, including as aresult of industry consolidation involving our customers, a significant decrease in business from any such customer or a reduction in customer revenuedue to adverse changes in the terms of our contractual arrangements, market conditions, customer circumstances (such as financial condition and marketposition) or other factors could harm our results of operations and financial condition. For example, in April 2018, T-Mobile and Sprint entered into adefinitive agreement to merge, subject to regulatory approvals and other closing conditions, and we cannot predict all possible outcomes resulting fromthe proposed merger, or from other current and potential customer consolidation activities. Revenue from individual customers may fluctuate from timeto time based on the commencement, scope and completion of projects or other engagements, the timing and magnitude of which may be affected bymarket or other conditions.

Although we have received a substantial portion of our revenue from recurring business with established customers, many of our major customersdo not have any obligation to purchase additional products or services from us and generally have already acquired fully paid licenses for their installedsystems. Therefore, our customers may not continue to purchase new systems, system enhancements or services in amounts similar to previous years ormay delay implementation or significantly reduce the scope of committed projects, each of which could reduce our revenue and profits.

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Table of ContentsWe seek to acquire companies or technologies and cannot assure you that these acquisitions will enhance our products and services or strengthenour competitive position, and they may adversely affect our results of operations.

It is a part of our business strategy to pursue acquisitions and other initiatives in order to offer new products or services or otherwise enhance ourmarket position or strategic strengths. Consistent with this strategy, in recent years we have completed numerous acquisitions and we are activelyevaluating potential acquisition opportunities, some of which could be significant, stand alone or in the aggregate. In the future, we intend to continue topursue acquisitions of other companies, products, services and technologies that we believe will advance our business strategy. However, we may not beable to identify suitable future acquisition candidates, consummate acquisitions on favorable terms or complete otherwise favorable acquisitions becauseof antitrust, regulatory or other concerns.

We cannot assure you that the acquisitions we have completed, or any future acquisitions that we may make, will enhance our products andservices or strengthen our competitive position. Due to the multiple risks and difficulties associated with any acquisition, there can be no assurance thatwe will be successful in achieving our expected strategic, operating, and financial goals for any such acquisition.

We may not be successful in the integration of our acquisitions.

We cannot assure you that we have identified, or will be able to identify, all material adverse issues related to the integration of our acquisitions,such as significant defects in the internal control policies of companies that we have acquired. In addition, our acquisitions could lead to difficulties inintegrating acquired personnel and operations and in retaining and motivating key personnel from these businesses. In some instances, we may need todepend on the seller of an acquired business to provide us with certain transition services in order to meet the needs of our customers. Any failure torecognize significant defects in the internal control policies of acquired companies or properly integrate and retain personnel, and any interruptions oftransition services, may require a significant amount of time and resources to address. Acquisitions may disrupt our ongoing operations, divertmanagement from day-to-day responsibilities, increase our expenses and harm our results of operations or financial condition.

The skilled and highly qualified workforce that we need to develop, implement and modify our solutions may be difficult to hire, train and retain,and we could face increased costs to attract and retain our skilled workforce.

Our business operations depend in large part on our ability to attract, train, motivate and retain highly skilled information technologyprofessionals, software programmers and communications engineers on a worldwide basis. In addition, our competitive success will depend on ourability to attract and retain other outstanding, highly qualified employees, consultants and other professionals. Because our software products are highlycomplex and are generally used by our customers to perform critical business functions, we depend heavily on skilled technology professionals. Skilledtechnology professionals are often in high demand and short supply. If we are unable to hire or retain qualified technology professionals to develop,implement and modify our solutions, we may be unable to meet the needs of our customers. In addition, serving several new customers or implementingseveral new large-scale projects in a short period of time may require us to attract and train additional IT professionals at a rapid rate.

We may face difficulties identifying and hiring qualified personnel and in particular, we may face difficulties in our ability to attract and retainemployees with technical and project management skills, including those from developing countries. Although we are heavily investing in training ournew employees, we may not be able to train them rapidly enough to meet the increasing demands on our business, particularly in light of high attritionrates in some regions where we have operations. Our inability to hire, train and retain the appropriate personnel could increase our costs of retaining askilled workforce and make it difficult for us to manage our

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Table of Contentsoperations, meet our commitments and compete for new customer contracts. In particular, wage costs in lower-cost markets where we have historicallyadded personnel, such as India, are increasing and we may need to increase the levels of our employee compensation more rapidly than in the past toremain competitive.

As a result of our entry into new domains, we now compete for high quality employees in those domains’ limited and competitive talent market.In addition, cost containment measures effected in recent years, such as the relocation of projects to lower-costs countries, may lead to greater employeeattrition and increase the cost of retaining our most skilled employees. The transition of projects to new locations may also lead to business disruptionsdue to differing levels of employee knowledge and organizational and leadership skills. Although we have never experienced an organized labor dispute,strike or work stoppage, any such occurrence, including in connection with unionization efforts, could disrupt our business and operations and harm ourfinancial condition.

In addition, a national union and a group of our employees had attempted in the past to secure the approval of the minimum number of employeesneeded for union certification with respect to our employees in Israel. While these efforts have not resulted in either group being recognized as arepresentative union, we cannot be certain there will be no such efforts in the future. In the event an organization is recognized as a representative unionfor our employees in Israel, we would be required to enter into negotiations to implement a collective bargaining agreement. We are unable to predictwhether, and to what extent, efforts to unionize our employees in Israel or elsewhere would have an adverse effect on our business, operations orfinancial condition. Our continued growth and success will also depend upon the continued active participation of a relatively small group of seniormanagement personnel, and requires us to hire, retain and develop our leadership bench. If we are unable to attract and retain talented, highly qualifiedsenior management and other key executives, as well as provide for the succession of senior management, our growth and results of operations may beadversely impacted.

Our quarterly operating results may fluctuate, and a decline in revenue in any quarter could result in lower profitability for that quarter andfluctuations in the market price of our ordinary shares.

At times, we have experienced fluctuations in our quarterly operating results and anticipate that such movements may continue to occur.Fluctuations may result from many factors, including:

• the size, timing and pace of progress of significant customer projects license and service fees, and sales of partners software and hardware, • delays in or cancellations of significant projects and activities by customers, • changes in operating expenses, • increased competition, • changes in our strategy, • personnel changes, • foreign currency exchange rate fluctuations, • penetration of new markets, regions, customers and domains, and • general economic and political conditions.

Generally, our revenue relating to software licenses that require significant customization, modification, implementation and integration issatisfied over time as work progresses. Given our reliance on a limited number of significant customers, our quarterly results may be significantlyaffected by the size and timing of customer projects and our progress in completing such projects.

We believe that the placement of customer orders may be concentrated in specific quarterly periods due to the time requirements and budgetaryconstraints of our customers. Although we recognize a significant portion of

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Table of Contentsour revenue as projects are performed, progress may vary significantly from project to project, and we believe that variations in quarterly revenue aresometimes attributable to the timing of initial order placements. Due to the relatively fixed nature of certain of our costs, a decline of revenue in anyquarter could result in lower profitability for that quarter. In addition, fluctuations in our quarterly operating results could cause significant fluctuationsin the market price of our ordinary shares.

Our revenue, earnings and profitability are affected by the length of our sales cycle, and a longer sales cycle could adversely affect our results ofoperations and financial condition.

Our business is directly affected by the length of our sales cycle. Information systems for communications companies are relatively complex andtheir purchase generally involves a significant commitment of capital, with attendant delays frequently associated with large capital expenditures andprocurement procedures within an organization. The purchase of these types of products and services typically also requires coordination and agreementacross many departments within a potential customer’s organization. Delays associated with such timing factors could have a material adverse effect onour results of operations and financial condition. In periods of economic slowdown in the communications industry, our typical sales cycle lengthens,which means that the average time between our initial contact with a prospective customer and the signing of a sales contract increases. The lengtheningof our sales cycle could reduce growth in our revenue. In addition, the lengthening of our sales cycle contributes to increased selling expenses, therebyreducing our profitability.

We may be required to increase or decrease the scope of our operations in response to changes in the demand for our products and services, andif we fail to successfully plan and manage changes in the size of our operations, our business will suffer.

In the past, we have both grown and contracted our operations, in some cases rapidly, in order to profitably offer our products and services in acontinuously changing market. If we are unable to manage these changes and plan and manage any future changes in the size and scope of ouroperations, our business will suffer.

Restructurings and cost reduction measures that we have implemented, from time to time, have reduced the size of our operations and workforce.Reductions in personnel can result in significant severance, administrative and legal expenses and may also adversely affect or delay various sales,marketing and product development programs and activities. These cost reduction measures have included, and may in the future include, employeeseparation costs and consolidating and/or relocating certain of our operations to different geographic locations.

Acquisitions, organic growth and absorption of significant numbers of customers’ employees in connection with managed services projects have,from time to time, increased our headcount. During periods of expansion, we may need to serve several new customers or implement several new large-scale projects in short periods of time. This may require us to attract and train additional IT professionals at a rapid rate, as well as quickly expand ourfacilities, which we may have difficulties doing successfully.

Volatility and turmoil in the world’s capital markets may adversely affect our investment portfolio and other financial assets.

Our cash, cash equivalents and short-term interest-bearing investments totaled $472 million, as of September 30, 2019. Our short-terminvestments, if applicable, generally consist primarily of bank deposits, corporate bonds, money market funds, U.S. government treasuries, and U.S.agency securities. Although we believe that we generally adhere to conservative investment guidelines, adverse market conditions have resulted inimmaterial impairments of the carrying value of certain of our investment assets in recent fiscal years, and future adverse market conditions may lead toadditional impairments. Realized or unrealized losses in our investments or in our other financial assets may adversely affect our financial condition,including by reducing the capital available for our business and requiring us to seek additional capital, which may not be available on favorable terms.

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Table of ContentsDeclines in the financial condition of banks or other global financial institutions may adversely affect our normal financial operations.

We may be exposed to the credit risk of customers that have been adversely affected by adverse business conditions.

We typically sell our software and related services as part of long-term projects and arrangements. During the life of a project or arrangement, acustomer’s budgeting constraints or other financial difficulties can impact the scope of such project or arrangement as well as the customer’srequirements and ability to make payments or comply with other obligations with respect to such project or arrangement. In addition, adverse generalbusiness conditions may degrade the creditworthiness of our customers over time, and we can be adversely affected by bankruptcies or other businessfailures.

Our international presence exposes us to risks associated with varied and changing political, cultural, legal and economic conditions worldwide.

We are affected by risks associated with conducting business internationally. We maintain development facilities in Brazil, Canada, Cyprus, India,Ireland, Israel, Mexico, the Philippines, the United Kingdom and the United States, and have operations in North America, Europe, Israel, LatinAmerica, Africa and the Asia-Pacific region. Although a substantial majority of our revenue is derived from customers in North America, we obtainsignificant revenue from customers in Europe, the Asia-Pacific region and Latin America. Our strategy is to continue to broaden our North Americanand European customer bases and to continue to expand into international markets, including emerging markets, such as those in Latin America, Russiaand other members of the Commonwealth of Independent States, India and Southeast Asia. Conducting business internationally exposes us to certainrisks inherent in doing business in numerous markets, including:

• lack of acceptance of non-localized products or services and other related services, • difficulties in complying with varied legal and regulatory requirements across jurisdictions, including those applicable to employees and the

terms of employment, • difficulties in staffing and managing foreign operations, • longer payment cycles, • difficulties in collecting accounts receivable, converting local currencies or withholding taxes, • capital restrictions that limit the repatriation of earnings, • trade barriers, • challenges in complying with complex foreign and U.S. laws and regulations, including communication, trade sanctions, export controls,

and privacy regulations, • political instability and threats of terrorism, • currency exchange rate fluctuations, • hyper inflation, • foreign ownership restrictions, • regulations on the transfer of funds to and from foreign countries, • the lack of well-established or reliable legal systems in some countries, • variations in effective income tax rates and tax policies among countries where we conduct business; and • the timing and manner of the United Kingdom exiting the European Union, as and when it occurs.

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Table of ContentsOne or more of these factors could have a material adverse effect on our operations, which could harm our results of operations and financial

condition.

In addition, the ability of foreign nationals to work in the United States, Europe and other regions in which we have customers depends on theirand our ability to obtain the necessary visas and work permits for our personnel who need to travel internationally. If we are unable to obtain such visasor work permits, or if their issuance is delayed or if their length is shortened, this may impact our ability to provide services to our customers in a timelyand cost-effective manner. Immigration and work permit laws and regulations in the countries in which we have customers are subject to legislative andadministrative changes as well as changes in the application of standards and enforcement.

As we continue to develop our business internationally, including in emerging markets, we face increasing challenges that could adversely impactour results of operations, reputation and business.

As we continue our efforts to expand our business internationally, including in emerging markets such as those in Latin America, Africa, Russiaand other members of the Commonwealth of Independent States, India and Southeast Asia, we face a number of challenges. These challenges includethose related to more volatile economic conditions, competition from companies that are already present in the market, the need to identify correctly andleverage appropriate opportunities for sales and marketing, poor protection of intellectual property, inadequate protection against crime (includingcounterfeiting, corruption and fraud), lack of due process, inadvertent breaches of local laws or regulations and difficulties in recruiting sufficientpersonnel with appropriate skills and experience. In addition, local business practices in jurisdictions in which we operate, and particularly in emergingmarkets, may be inconsistent with international regulatory requirements, such as anti-corruption and anti-bribery laws and regulations (including theU.S. Foreign Corrupt Practices Act and the U.K. Bribery Act) to which we are subject. It is possible that some of our employees, subcontractors, agentsor partners may violate such legal and regulatory requirements, which may expose us to criminal or civil enforcement actions, including penalties andsuspension or disqualification from U.S. federal procurement contracting. If we fail to comply with such legal and regulatory requirements, our businessand reputation may be harmed.

Our international operations expose us to risks associated with fluctuations in foreign currency exchange rates that could adversely affect ourbusiness.

Although we have operations throughout the world, approximately 70% to 80% of our revenue and approximately 50% to 60% of our operatingcosts are denominated in, or linked to, the U.S. dollar. Accordingly, we consider the U.S. dollar to be our functional currency. As we conduct businessinternationally, fluctuations in exchange rates between the dollar and the currencies not denominated in, or linked to, the U.S. dollar in which revenuesare earned or costs are incurred may have a material adverse effect on our results of operations and financial condition. From time to time, we mayexperience increases in the costs of our operations outside the United States, as expressed in dollars, as well as decreases in revenue not denominated in,or linked to, the U.S. dollar, each of which could have a material adverse effect on our results of operations and financial condition.

For example, during the height of the financial crisis in fiscal 2008, we recognized higher than usual foreign exchange losses under interest andother expense, net, mainly due to the significant revaluation of assets and liabilities denominated in other currencies attributable to the rapid andsignificant foreign exchange rate changes associated with the global economic turbulence. Although our foreign exchange losses have been lesssignificant since then as a result of enhanced hedging strategies, we believe that foreign exchange rates may continue to present challenges in futureperiods should significant increases in volatility in foreign exchange markets occur.

Our policy is to hedge significant net exposures in the major foreign currencies in which we operate, and we generally hedge our net currencyexposure with respect to expected revenue and operating costs and certain balance sheet items. We do not hedge all of our currency exposure, includingfor currencies for which the cost of

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Table of Contentshedging is prohibitively expensive. We cannot assure you that we will be able to effectively limit all of our exposure to currency exchange ratefluctuations.

The imposition of exchange or price controls, devaluation policies, restrictions on withdrawal of foreign exchange, other restrictions on theconversion of foreign currencies or foreign government initiatives to manage local economic conditions, including changes to or cessation of any suchinitiatives, could also have a material adverse effect on our business, results of operations and financial condition.

Political and economic conditions in the Middle East and other countries may adversely affect our business.

Of the development centers we maintain worldwide, two of our largest development centers are located in Israel and India. In Israel, the centersare located in several different sites, and approximately 20% of our workforce is located in Israel. As a result, we are directly influenced by the political,economic and military conditions affecting Israel and its neighboring regions. Any major hostilities involving Israel could have a material adverse effecton our business. We maintain contingency plans to provide ongoing services to our customers in the event that escalated political or military conditionsdisrupt our normal operations. These plans include the transfer of some development operations within Israel to several of our other sites both withinand outside of Israel. Implementation of these plans could disrupt our operations and cause us to incur significant additional expenditures, which couldadversely affect our business and results of operations.

Conflicts in North Africa and the Middle East, including in Egypt and Syria which border Israel, have resulted in continued political uncertaintyand violence in the region. Relations between Israel and Iran continue to be seriously strained, especially with regard to Iran’s nuclear program. Inaddition, efforts to improve Israel’s relationship with the Palestinian Authority have failed to result in a permanent solution, and there have beennumerous periods of hostility in recent years. Further deterioration of relations with the Palestinian Authority or other countries in the Middle East mightrequire increased military reserve service by some of our workforce, which may have a material adverse effect on our business.

In recent years, we have expanded our operations internationally, particularly in India, Southeast Asia and Latin America. Conducting business inthese and other countries involves unique challenges, including political instability, threats of terrorism, the transparency, consistency and effectivenessof business regulation, business corruption, the protection of intellectual property, and the availability of sufficient qualified local personnel. Any ofthese or other challenges associated with operating in these countries may adversely affect our business or operations. Terrorist activity in India andPakistan has contributed to tensions between those countries and our operations in India may be adversely affected by future political and other events inthe region.

If we are unable to protect our proprietary technology from misappropriation, our business may be harmed.

Any misappropriation of our technology or the development of competitive technology could seriously harm our business. Our software andsoftware systems are largely comprised of software and systems we have developed or acquired and that we regard as proprietary. We rely upon acombination of trademarks, patents, contractual rights, trade secret law, copyrights, non-disclosure agreements and other methods to protect ourproprietary rights. We enter into non-disclosure and confidentiality agreements with our customers, workforce and marketing representatives and withcertain contractors with access to sensitive information, and we also limit our customer access to the source codes of our software and our softwaresystems. We have undertaken, and will continue to undertake, appropriate actions to protect our technology. The ability to develop and use our softwareand software systems requires knowledge and professional experience that we believe is unique to us and would be very difficult for others toindependently obtain. However, our competitors may independently develop technologies that are substantially equivalent or superior to ours.

The steps we have taken to protect our proprietary rights may be inadequate. If so, we might not be able to prevent others from using what weregard as our technology to compete with us. Existing trade secret, copyright

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Table of Contentsand trademark laws offer only limited protection. In addition, the laws of some foreign countries do not protect our proprietary technology or allowenforcement of confidentiality covenants to the same extent as the laws of the United States.

If we have to resort to legal proceedings to enforce our intellectual property rights, the proceedings could be burdensome, protracted andexpensive and could involve a high degree of risk.

Claims by others that we infringe their proprietary technology and trade secrets could harm our business and subject us to potentiallyburdensome litigation.

Our software and software systems are the results of long and complex development processes, and although our technology is not significantlydependent on patents or licenses from third parties, certain aspects of our products make use of software components that we license from third parties,including our employees and contractors. As a developer of complex software systems, third parties may claim that portions of our systems violate theirintellectual property rights.

Software developers, including us, have been and are becoming increasingly subject to infringement claims as the number of products andcompetitors providing software and services to the communications industry increases and overlaps occur. In addition, patent infringement claims areincreasingly being asserted by patent holding companies, which do not use the technology subject to their patents, and whose sole business is to enforcepatents against companies, such as us, for monetary gain. Any claim of infringement by a third party could cause us to incur substantial costs defendingagainst the claim and could distract our management from our business. Furthermore, a party making such a claim, if successful, could secure ajudgment that requires us to pay substantial damages. A judgment could also include an injunction or other court order that could prevent us from sellingour products or offering our services, or prevent a customer from continuing to use our products. For example, during fiscal year 2019 we paid thesettlement amount of $50 million and $5 million in legal and other fees which were accrued as of September 2018, in connection with a lawsuit againstcertain of our subsidiaries alleging breach of contract and trade secret misappropriation. See “Legal Proceedings” for further details. We also supportservice providers and media companies with respect to digital content services, which could subject us to claims related to such services. Our entry intothe digital content services market has also subjected us to possible claims of infringement of the ownership rights to media content, for example, aswell as to direct legal claims from retail consumers arising from the delivery of such services.

If anyone asserts a claim against us relating to proprietary technology or information, we might seek to license their intellectual property. Wemight not, however, be able to obtain a license on commercially reasonable terms or on any terms. In addition, any efforts to develop non-infringingtechnology could be unsuccessful. Our failure to obtain the necessary licenses or other rights or to develop non-infringing technology could prevent usfrom selling our products and could therefore seriously harm our business.

Product defects, software errors, or service failures could adversely affect our business.

Design defects or software errors may cause delays in product introductions and project implementations and damage customer satisfaction, andmay have a material adverse effect on our business, results of operations and financial condition. Our software products are highly complex and may,from time to time, contain design defects or software errors that may be difficult to detect and correct.

Because our products are generally used by our customers to perform critical business functions, design defects, software errors, misuse of ourproducts, incorrect data from external sources, failures to comply with our service obligations or other potential problems within or outside of ourcontrol may arise during implementation or from the use of our products and services, and may result in financial or other damages to our customers, forwhich we may be held responsible. Although we have license and service agreements with our customers that contain provisions designed to limit ourexposure to potential claims and liabilities arising from customer

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Table of Contentsproblems, these provisions may not effectively protect us against such claims in all cases and in all jurisdictions. In addition, as a result of business andother considerations, we may undertake to compensate our customers for damages caused to them arising from the use of our products and services,even if our liability is limited by a license or other agreement. Claims and liabilities arising from customer problems could also damage our reputation,adversely affecting our business, results of operations and financial condition and the ability to obtain “Errors and Omissions” insurance.

Our use of “open source” software could adversely affect our ability to sell our services and subject us to possible litigation.

We use open source software in providing our solutions, and we may use additional open source software in the future. Such open source softwareis generally licensed by its authors or other third parties under open source licenses. Under such licenses, if we engage in certain defined manners of use,we may be subject to certain conditions, including requirements that we offer our solutions that incorporate the open source software for no cost; that wemake available source code for modifications or derivative works we create based upon, incorporating or using the open source software; and/or that welicense such modifications or derivative works under the terms of the particular open source license. In addition, if a third-party software provider hasincorporated open source software into software that we license from such provider in a manner that triggers one or more of the above requirements, wecould be required to disclose any of our source code that incorporates or is a modification of such licensed software. If an author or other third party thatdistributes such open source software were to allege that we had not complied with the conditions of one or more of these licenses, we could be requiredto incur significant legal expenses defending such allegations and could be subject to significant damages, enjoined from the sale of our solutions thatcontained the open source software, and required to comply with the foregoing conditions, which could disrupt the distribution and sale of some of oursolutions. In addition, generally open source software licenses do not contain any warranties and may not have available support from the authors orthird parties from whom we license it from. If such open source software contains prior defects, security vulnerabilities or infringes any third party rightor we are unable to obtain or provide necessary support, we could be exposed to legal claims and significant legal expenses without the ability to seekcontribution from the authors or third parties from whom we license open source software.

System disruptions and failures may result in customer dissatisfaction, customer loss or both, which could materially and adversely affect ourreputation and business.

Our systems are an integral part of our customers’ business operations. The continued and uninterrupted performance of these systems for ourcustomers is critical to our success. Customers may become dissatisfied by any system failure that interrupts our ability to provide services to them.

Our ability to serve our customers depends on our ability to protect our systems and infrastructure against damage from fire, power loss, waterdamage, telecommunications and technology failure, cyber-attacks, earthquake, severe weather conditions, terrorist attacks, vandalism and other similarunexpected adverse events. We also depend on various cloud providers and co-location datacenter providers which provide us environments, tools andapplications on which we provide our products. Although we maintain insurance that we believe is appropriate for our business and industry, suchcoverage may not be sufficient to compensate for any significant losses that may occur as a result of any of these events. In addition, we haveexperienced systems outages and service interruptions in the past, none of which has had a material adverse effect on us. However, a prolonged system-wide outage or frequent outages for our infrastructure or our cloud providers’ infrastructure could cause harm to our customers and to our reputation andreduce the attractiveness of our services significantly, which could result in decreased demand for our products and services and could cause ourcustomers to make claims against us for damages allegedly resulting from an outage or interruption. Any damage or failure that interrupts or delays ouroperations could result in material harm to our business and expose us to material liabilities.

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Table of ContentsChanges in the tax legislation policies and regulations imposed by the jurisdictions in which we operate, the termination or reduction of certaingovernment programs and tax benefits, or challenges by tax authorities of our tax positions could adversely affect our overall effective tax rate.

There can be no assurance that our effective tax rate of 15.6% for the year ended September 30, 2019 will not change over time as a result ofchanges in corporate income tax rates or other changes in the tax laws of Guernsey, the jurisdiction in which our holding company is organized, or of thevarious countries in which we operate. Any changes in tax laws could have an adverse impact on our financial results.

For example, there is growing pressure in many jurisdictions and from multinational organizations such as the Organization for EconomicCooperation and Development (OECD) and the EU to amend existing international taxation rules in order to align the tax regimes with current globalbusiness practices. Specifically, in October 2015, the OECD published its final package of measures for reform of the international tax rules as a productof its Base Erosion and Profit Shifting (BEPS) initiative, which was endorsed by the G20 finance ministers. Many of the initiatives in the BEPS packagerequired and resulted in specific amendments to the domestic tax legislation of various jurisdictions and to existing tax treaties. We continuouslymonitor these developments. Although many of the BEPS measures have already been implemented or are currently being implemented globally(including, in certain cases, through adoption of the OECD’s ‘multilateral convention’ to effect changes to tax treaties which entered into force onJuly 1, 2018 and through the European Union’s ‘Anti Tax Avoidance’ Directives), it is still difficult in some cases to assess to what extent these changeswould impact our tax liabilities in the jurisdictions in which we conduct our business or to what extent they may impact the way in which we conductour business or our effective tax rate due to the unpredictability and interdependency of these potential changes. Further, in January 2019 the OECDannounced further work in continuation of the BEPS project, focusing on two ‘pillars’. The first ‘pillar’ attempts to reach an international consensus onthe allocation of international taxing rights in light of the challenges posed by the digitization of the economy. The second ‘pillar’ will focus onremaining BEPS issues. Given these developments, it is generally expected that tax authorities in various jurisdictions in which we operate mightincrease their audit activity and might seek to challenge some of the tax positions we have adopted. It is difficult to assess if and to what extent suchchallenges, if raised, might impact our effective tax rate. In addition, following the screening by the EU Code of Conduct Group on Business Taxation(“COCG”) of third country jurisdictions to assess their compliance for tax purposes, Guernsey was found to be a co-operative jurisdiction. However, theCOCG has requested that Guernsey, along with a number of other jurisdictions, take further steps to ensure that its tax system does not facilitate offshorestructures which attract profits without real economic activity. Legislation introducing economic substance requirements for companies in the CrownDependencies was approved by the respective parliaments in December 2018. The legislation applies to all companies resident for tax purposes in theCrown Dependencies and is effective for accounting periods commencing on or after January 1, 2019. The regulations require companies to demonstratethat they have sufficient substance in Guernsey via a series of requirements, or tests. Amdocs is monitoring the developments closely to ensure that theCompany is compliant with the various requirements.

Further, the recently enacted U.S. Tax Cuts and Jobs Act of 2017 (the Tax Act) significantly changed how corporations are taxed in the UnitedStates. The application of the Tax Act is subject to certain uncertainties. The Tax Act includes certain provisions that may increase our overall taxliabilities. Certain provisions of the Tax Act have applied to us from fiscal year 2018, while other provisions of the Tax Act have become applicable tous from our fiscal year 2019. We have implemented certain steps to optimize our global tax structure, but there can be no assurance that our global taxliabilities would not increase as a result of the Tax Act. In addition, due to the uncertainty involved in applying certain provisions of the Tax Act to ourgroup, we made reasonable estimates for the effects on our financial statements. The U.S. Treasury Department, the Internal Revenue Service and otherstandards-setting bodies may issue guidance on how the provisions of the Tax Act will be applied that is different from our interpretation. The Tax Actrequires complex computations not previously required or produced, and significant judgments and assumptions in the interpretation of the law weremade in producing our provisional estimates. As we continue our analyses, and interpret any additional guidance, we may adjust the

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Table of Contentsprovisional amounts we have recorded, and those adjustments may materially impact our provision for income taxes in the period in which theadjustments are made.

The market price of our ordinary shares has and may continue to fluctuate widely.

The market price of our ordinary shares has from time to time fluctuated widely and may continue to do so. Many factors could cause the marketprice of our ordinary shares to rise and fall, including:

• market conditions in the industry and the economy as a whole, • variations in our quarterly operating results, • changes in our backlog levels, • announcements of technological innovations by us or our competitors, • announcements by any of our key customers, • introductions of new products and services or new pricing policies by us or our competitors, • trends in the communications, media or software industries, including industry consolidation, • acquisitions or strategic alliances by us or others in our industry, • changes in estimates of our performance or recommendations by financial analysts, institutions and other market professionals • changes in our shareholder base, and • political developments in the Middle East or other areas of the world.

In addition, the stock market frequently experiences significant price and volume fluctuations. In the past, market fluctuations have, from time totime, particularly affected the market prices of the securities of many high technology companies. These broad market fluctuations could adverselyaffect the market price of our ordinary shares.

It may be difficult for our shareholders to enforce any judgment obtained in the United States against us or our affiliates.

We are incorporated under the laws of the Island of Guernsey and a majority of our directors and executive officers are not citizens or residents ofthe United States. A significant portion of our assets and the assets of those persons are located outside the United States. As a result, it may not bepossible for investors to effect service of process upon us within the United States or upon such persons outside their jurisdiction of residence. Also, wehave been advised that there is doubt as to the enforceability in Guernsey of judgments of the United States courts of civil liabilities predicated solelyupon the laws of the United States, including the federal securities laws.

ITEM 4. INFORMATION ON THE COMPANY

History, Development and Organizational Structure of Amdocs

Amdocs Limited was organized as a company with limited liability under the laws of the Island of Guernsey in 1988. Since 1995, AmdocsLimited has been a holding company for the various subsidiaries that conduct our business on a worldwide basis. Our global business is providingsoftware and services solutions to leading communications and media companies in North America, Europe and the rest of the world. Our registeredoffice is Hirzel House, Smith Street, St. Peter Port, Guernsey, GY1 2NG, and the telephone number at that location is +44-1481-728444.

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Table of ContentsThe executive offices of our principal subsidiary in the United States are located at 1390 Timberlake Manor Parkway, Chesterfield, Missouri

63017, and the telephone number at that location is +1-314-212-8328.

Our subsidiaries are organized under and subject to the laws of several countries. Our principal operating subsidiaries are in Canada, Cyprus,India, Ireland, Israel, Switzerland, the United Kingdom and the United States. Please see Exhibit 8 to this Annual Report on Form 20-F for a listing ofour significant subsidiaries.

As part of our strategy, we have pursued and may continue to pursue acquisitions and other initiatives in order to offer new products or services orotherwise enhance our market position or strategic strengths. In recent years, we have completed numerous acquisitions, which, among other things,have expanded our business into digital commerce solutions and other digital offerings, software design and development and the media andentertainment domain. In January 2016, we acquired cVidya Networks, Inc., a vendor of revenue assurance and fraud management solutions, which addsto our capabilities in the area of revenue guard and fraud management. Additionally, in September 2016, we acquired Vindicia, Inc., asoftware-as-a-service subscription management and payment solution provider, BriteBill Group Limited, a provider of personalized digital interactivebilling services and Pontis, Inc., a provider of contextual digital engagement solutions, enabling us to expand our digital offerings. In July 2017, weacquired Kenzan Media, LLC, a software engineering services company that provides customized, end-to-end solutions focusing on digitaltransformation, and platform-as-a-service and cloud-native application development using DevOps and microservices. In November 2017, we acquiredprojekt202, a leader in experience-driven software design and development. In February 2018, we acquired Vubiquity, a leading provider of premiumdigital content services and technology solutions, in order to further expand our capabilities in the world of media and entertainment which isincreasingly converging with our traditional domain of communications. Also in February 2018, we acquired UXP Systems, a leader in user lifecyclemanagement, to enhance our capabilities around digital identity, user entitlements, personalization, and privacy, including consent management. InAugust 2019, we acquired TTS Wireless, a provider of mobile network engineering services, specializing in network optimization and planning, tofurther expand our 5G capabilities and help operators accelerate and simplify deployment of 5G networks with comprehensive network rollout solutions.

As the result of our organic growth and acquisitions, our workforce has increased over the last three years from an approximate average workforceof 24,237 in fiscal 2017 to 24,516 in fiscal 2019. In the past, our workforce has fluctuated with changes in business conditions.

Our principal capital expenditures for fiscal 2019 and 2018 have been for computer equipment in our operating facilities and development centers,for which we spent approximately $110 million and $118 million, respectively and the development of our new campus in Israel for which we spentapproximately $7 million (which is net of proceed of $9.7 million relating to refund of betterment levy) and $96 million, respectively. In 2017, ourprincipal capital expenditures have been for computer equipment in our operating facilities and development centers, for which we spent approximately$114 million.

Business Overview

Amdocs is a leading provider of software and services for more than 350 communications, Pay TV, entertainment and media industry and otherservice providers in developed countries and emerging markets. Our customers include some of the largest telecommunications companies in the world(including America Movil, AT&T, Bell Canada, Singtel, Sprint, Telefonica, Telstra, T-Mobile and Vodafone), as well as cable and satellite providers(including Altice USA, Charter, Comcast, DISH, J:COM, Rogers Communications and Sky), small to midsized communications businesses and mobilevirtual network enablers/mobile virtual network operators and directory publishers and other providers of media and other services. Amdocs also hastechnology and distribution ties to more than 600 content creators to bring premium content to over 1,000 video distributors worldwide, includingVerizon, Turner and Warner Bros.

Our software and services, which we develop, implement and manage, are designed to meet the business imperatives of our customers. Ourofferings are based on a product and services mix, using technologies and

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Table of Contentsmethodologies such as cloud, microservices, DevOps, open source, bimodal operations, Site Reliability Engineering (SRE) and increasing amounts ofautomation through standard information technology (IT) tools, open APIs and artificial intelligence. As a result, our offerings enable service providersto efficiently and cost-effectively introduce new products and services, process orders, monetize data and content, support new business models andgenerally enhance their understanding of their customers. Our technology, design-led thinking approach and expertise help service providers to furthertransform into digital service providers, enhance their entertainment offerings, and serve their customers across all channels. In order to fulfill ourresponsibilities to our customers, we sometimes engage third-party vendors and system integrators providing complementary products and services,including hardware and software.

We are able to offer customers superior products and services on a worldwide basis, in large part because of our highly qualified and trainedtechnical, engineering, sales, marketing, consulting, and management personnel. We combine deep industry knowledge and experience, advancedmethodologies, industry best practices and pre-configured tools to help deliver consistent results and minimize our customers’ risks. We investsignificantly in the ongoing training of our personnel in key areas such as industry knowledge, software technologies and management capabilities.Based in significant part on the skills and knowledge of our workforce, we believe that we have developed a reputation for reliably delivering qualitysolutions.

We believe the demand for our solutions is driven by our clients continued transformation into digital service providers to provide wireless accessservices, content and applications (apps) on any device through digital and non-digital channels. It is also driven by the trend towards integrated serviceofferings which we believe is leading to increased merger and acquisition activity among our customers who then require systems consolidation, whichwe provide, to ensure a consistent customer experience at all touchpoints. Our solutions enable service providers to help their consumer and enterpriseand business-to-business (B2B) customers navigate the increasing number of devices, services, partner services and plans available in today’s digitalworld and the need of service providers to cope with the rapidly growing demand for content and data that these devices and services create, as well asto compete with over-the-top (OTT)-focused players. Regardless of whether service providers are bringing their first offerings to market, scaling forgrowth, consolidating systems or transforming the way they do business, we believe that they seek to differentiate themselves by delivering a customerexperience that is simple, personal, contextual and valuable at every point of engagement and across all channels.

We invest time and resources to identify and address cybersecurity risks, including risks that our customers face with regard to our systems,products or services. We have established policies and procedures, based on industry best practices, to protect the integrity and security of our productsand services. We work with our customers and use overlapping controls to defend against cybersecurity attacks and threats on networks, end-userdevices, servers, applications, data and our cloud solutions. In addition, we utilize a combination of educational tools to foster a culture of securityawareness and responsibility among our workforce.

In addition to the business value we provide to our customers, we also aim to create value for society: we believe we are a leading provider ofsustainable products and services. For example, our network functions virtualization and orchestration solutions are designed to help service providersshift away from costly, space and energy-consuming hardware components, by delivering software-driven capabilities; our mobile financial servicessolutions are designed to help the unbanked and underbanked to manage their finances, transfer money, shop, buy and pay bills using just their phone,and our eSIM platform enables service providers and users to simply and digitally activate connected devices without the production, transportation andmanual processes associated with traditional connectivity. We also take consumer privacy and security seriously and have made it a priority to addressthe impact of our products and services on both, in order to meet consumer expectations, as well as regulatory demands.

Our business is conducted on a global basis. We maintain development and support facilities worldwide, including Brazil, Canada, Cyprus, India,Ireland, Israel, Mexico, the Philippines, the United Kingdom and the United States and have operations in North America, Europe, Israel, LatinAmerica, Africa and the Asia-Pacific region.

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Table of ContentsIndustry Background

We believe service providers will maintain a strong focus on growing new revenue streams, cost reduction and driving more efficient operations,and that the trends of ongoing digital transformation, network virtualization, and consolidation within the industry will continue. This is due to serviceproviders seeking to become full-service integrated carriers, providing their customers with a rich portfolio of offerings including core communications;media, advertising and entertainment; enterprise enablement; Internet of Things (IoT) and digital lifestyle services. The smartphone and associatedcommunications and entertainment apps, other connected devices such as tablets, e-readers, wearables, and improvements in IoT technology continue todrive unprecedented growth in the demand for multi-modal customer engagement capabilities and data. In response to the demand for digitalexperiences, service providers are continuing to focus on providing digital services, as well as enriching their offerings with integrated partner services.Service providers are also beginning to introduce 5G, investing in their networks, and virtualizing them, to meet the demand for increased bandwidth,faster pace of innovation for new digital services, as well as to improve their business and operational agility and optimize and monetize theirinvestments in such services.

OTT-focused players and device manufacturers continue to penetrate the communications market and are also competing for customer attention inthe entertainment market, while traditional content creators are looking to stream their content direct-to-consumer (D2C). Additionally, social networkssuch as Facebook and Twitter, alongside OTT-focused players such as Snapchat and WhatsApp, have become widely-accepted alternatives to traditionalvoice communications and are also providing video streaming services. To meet the challenges from new competitors, service providers are developingcooperative partnerships with OTT-focused players to improve the customer experience as well as vertically integrating with content creators. Pay TVproviders are moving toward more OTT and on-demand video services in their need to respond to customers’ on-demand experience expectations. Asthe business-to-consumer (B2C) domain is crowded with disruptors and heightened competition from OTT players, service providers are also looking tostrengthen their standing with enterprise customers, explore new opportunities in the wholesale market and provide IoT services to new vertical marketsegments, such as the home, health and automotive industries.

To capture new revenue streams, service providers are expanding within existing and non-traditional business models and deploying new networktechnologies such as 5G. We believe service providers will continue to place an emphasis on network virtualization and on modernization andtransformation projects for their networks and operational and business systems as they seek to offer innovative new services for both enterprisecustomers and individual consumers and monetize these new capabilities.

We believe these factors create significant opportunities for vendors of information technology software products and providers of managedservices and end-to-end systems integration, such as Amdocs.

Business Strategy

Our goal is to provide software and services solutions and support to communications and media companies of all sizes as they strive to deliverdigital engagements and remain competitive. We seek to accomplish our goal by pursuing the strategies described below.

• Focus on the Communications and Media Industry. We focus our resources and efforts primarily on providing customer experience solutionsto service providers in the communications and media industry. We consider our longstanding and continuing focus on this industry acompetitive advantage. This strategy has enabled us to develop the specialized industry know-how and capability necessary to deliver thetechnologically advanced, large-scale, specifications-intensive solutions required by the leading wireless, wireline, broadband, cable andsatellite companies as well as provide targeted point solutions for service providers of all sizes. These strengths have enabled us to diversifyour customer base and expand our offering domains and may continue to provide us with opportunities to expand within other verticalsegment markets.

• Target Industry Leaders. We intend to continue to direct our marketing efforts primarily toward communications and media industry leaders

and contenders. By targeting such leading service providers, which require the most sophisticated and relevant solutions, we believe that weare better

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able to remain at the forefront of developments in the industry. We believe that the development of this customer base has helped position usas a market leader.

• Continued Expansion into New Geographies and Emerging Markets. We seek to grow our customer base by expanding into new marketsinside the regions we currently serve and serving the needs of service providers operating in emerging markets. While we have a strongpresence overall in developed markets such as Europe, there are countries in which we believe we can further expand our presence. In fiscal2019, for example, we succeeded in growing our activities in the Italian market. We are also in the Russian market and expanding ourpresence in other geographies such as Africa. In emerging markets, prepaid subscriber growth remains high and average revenue per userremains relatively low in comparison to more developed markets. In order to increase subscriber revenue, service providers are focusing oncustomer experience and on increasing capacity, particularly for data and content offerings, as key competitive differentiators. Our existingand prospective customers in these markets vary dramatically, with some service providers serving subscriber bases already numbering inthe hundreds of millions and others introducing communications services to communities for the first time. We believe this shift in focus tocustomer experience and on increasing bandwidth and providing content helps to create the wide spectrum of emerging market serviceproviders that require offerings ranging from relatively low-cost systems with pre-packaged services that can be implemented rapidly, tomore robust services, to complete customer experience solutions.

• Provide Customers with an Open and Dynamic Portfolio. With amdocsONE, we seek to provide our customers with an open and dynamicportfolio, available on an open, modular, cloud-native architecture and deployed using best practice DevOps to help them deliver a customerexperience that is simple, personal and valuable at every point of service. We provide solutions across digital business systems and legacybusiness and operational support systems (BSS/OSS) and network domains and multiple lines of business, including wireline, wireless,broadband, cable, satellite services and digital services. Integration of our systems is achieved through a central, cloud-native catalog, builton an open, API-first and microservices-based approach to enable third-party integration. We believe that our ability to provide a broad,open, dynamic and modular portfolio helps position us as a strategic partner for our customers as they continue to transform into digitalservice providers and provides us with multiple avenues for strengthening and expanding our ongoing customer relationships.

• Expand Our Managed Services Capabilities. We seek to assume responsibility for the operation, development and management of ourcustomers’ Amdocs systems, as well as systems developed by in-house IT departments or by other vendors. Our mandate can extend acrossthe service provider’s entire IT and network environment and encompass key business process operational needs. Many of these projectsinvolve what we call managed transformations: a multi-year project in which we modernize legacy systems while operating them, and thencontinue to provide managed services once the transformation is complete. Our customers receive predictable service levels based onagreed-upon key performance indicators, as well as improved efficiencies and long-term savings over the day-to-day costs of operating andmaintaining these systems, as well as an improved end-user experience, so they can focus on their own internal strengths and strategy togrow their business, leaving system concerns to us. Managed services also benefit us, as they can be a source of predictable revenue andlong-term relationships.

• Develop and Maintain Long-Term Customer Relationships. We seek to develop and maintain long-term, mutually beneficial relationshipswith our customers, and have organized our internal operations to better anticipate and respond to our customers’ needs. We believe theserelationships can lead to additional product and services sales, including products and services from recent acquisitions which haveexpanded our offering, as well as ongoing, long-term support, system enhancement, modernization and maintenance and managed servicesagreements. We believe that such relationships are facilitated in many cases by the mission-critical, strategic nature of Amdocs systems andby the added value we provide through our specialized skills and knowledge. We believe that the longevity of our customer relationships andthe recurring revenue that such relationships produce provide a competitive advantage for us.

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Table of ContentsamdocsONE

In the second quarter of fiscal 2018, we relaunched our business offerings as amdocsONE. amdocsONE is designed to meet the challenges facingour customers as they transform into digital service providers within the framework of a hybrid IT environment, which requires them to rapidlyintroduce new cloud-native applications while still operating legacy systems. It enables modular expansion as a service provider evolves, ensuringlow-cost and reduced-risk implementations, while its microservices-based architecture enables the rapid deployment of complex applications as suites ofindependently deployable services that can be frequently upgraded via DevOps. With amdocsONE’s modular structure, our customers have theflexibility to choose business offerings that address their specific needs and improve their time to market. In the third quarter of fiscal 2019, we releasedthe amdocsONE summer edition, a seasonal update consolidating the latest developments and innovation practices across the various portfolio domains.

As part of amdocsONE, we offer a comprehensive line of services designed to address every stage of a service provider’s lifecycle, from planning,delivery and implementation to ongoing support. Our services include end-to-end systems integration services, managed services, testing (which werefer to as quality engineering), data and intelligence services, cloud services, digital business operations and consulting services. Using artificialintelligence and predictive analytics, as well as automation and machine learning, our managed services enable faster time to market for new services aswell as the cost-effective management of existing offerings. Our adoption of SRE methodology helps provide more agile and reliable operations and alsoincludes dedicated tools that automate tasks that would traditionally require various software development skills. Managed services provide multi-year,flexible and tailored managed services across all verticals, managing IT, business processes and applications services, including application developmentand maintenance, operations, IT and infrastructure hosting, cloud services and legacy modernization. Our professional services are designed to assistcustomers in the selection, implementation, operation, management, modernization and maintenance of their IT, network and content systems. As a leadsystems integrator, we assume end-to-end responsibility to monitor, manage and deploy the overall development and integration activities of Amdocsand third-party vendors throughout the transformation lifecycle and business as usual state.

Meeting our Customers’ Business Imperatives

amdocsONE consists of a combination of software and services that address service providers’ business and operational needs. Our software andservices solutions support the full span of the customer relationship.

The key service provider business imperatives addressed by amdocsONE are:

• Consumer experience and monetization: Our cloud-native modular solutions are designed to address service providers’ need to differentiatein a hyper-competitive consumer market, as disruptors continuously emerge, and consumer expectations are ever-changing. We supportservice providers in their goals to grow loyalty by personalizing care and commerce and to provide a seamless digital experience across allchannels. Our digital-native platform is designed to enable service providers to modernize their customer experience and monetizationsystems on the cloud. Our 5G-ready, cloud-native monetization offerings enable service providers to launch new types of multi-play, multi-partner offers, with the flexible payment methods needed to capture new revenues in the digital economy.

• Media and digital services: Our solutions are designed to enable service providers to build rich, premium content offerings for theircustomers, accessing large libraries of premium licensed content, securely processed and distributed across any channel, device type orgeography. Through content aggregation, localization and compliance management, metadata creation, encoding, distribution, assetmanagement and delivery, our solutions help service providers and premium content owners monetize content through a variety ofcommercial models. Our solutions enable service providers to monetize OTT offerings by providing full partner lifecycle management,including onboarding, revenue sharing, settlement and reporting, along with a complete set of subscription and digital identity managementcapabilities.

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• Enterprise and connected society: These offerings allow service providers to drive better experiences across their B2B customer journeysand accelerate growth by offering services beyond connectivity. At the sales phase, our lead-to-order solution facilitates, secures and helpsprocess opportunities into orders. Our configure-price-quote systems supports generating accurate and validated quotes and once thecustomer order is placed, our zero-touch ordering and fulfillment solutions eliminate manual handling and order fallouts. When the orderrelates to connectivity, our solutions boost the time to activation – whether for traditional connectivity such as fiber, mobile such as eSIM, ornew generation connectivity such as SD-WAN. Our NFV/SDN offering includes a large partner ecosystem of virtual network functions(VNFs) and provides upsell opportunities with services such as security, web filtering or vCPE. Our full business enablement suite forenterprise customers also includes functions such as white-label billing, settlement or partner management as well as a large portfolio ofcompetencies to support migration to cloud-native, microservices-based environments.

• Open cloud networks: These offerings comprise standards-based software solutions to enable service lifecycle management across hybridphysical, virtual and cloud networks, allowing service providers to automate network operations and simplify the introduction of NFV andvalue-added services into existing and next generation networks, including 5G and edge-computing systems. Amdocs NFV powered byONAP (the Linux Foundation’s Open Network Automation Platform) features software and services capabilities to orchestrate multi-vendorVNFs over virtual infrastructures and public clouds such as Amazon Web Services (AWS) and Microsoft Azure, automating VNFonboarding to enable the design, testing and launching of new network services in weeks rather than months, and supporting a live view ofservices and resources. The Amdocs Open 5G suite of solutions enables service providers to deploy, manage and monetize 5G networks. Wealso provide operational support systems for fixed line, broadband, wireless and cable TV networks. The offerings facilitate networkoperational processes, including network planning and rollout across multiple technologies such as fiber, small cell and LTE, essential for5G readiness, service fulfillment and assurance, inventory management, order orchestration and activation of new services throughautomation. Our integrated suite of network optimization software and services is designed to help service providers plan, build, launch,manage and optimize their mobile networks. Vendor and technology agnostic, this offering affords service providers the analytics andservices capabilities needed to maximize network investments, accelerate and automate the roll out and upgrade of network technologies,and optimize network performance and capacity.

• New domains and disruptions: These offerings enable service providers to expand into new domains and disrupt traditional practices. OureSIM cloud platform enables service providers to launch IoT solutions, while our advanced cyber-security service helps protect and manageenterprises. We also enable innovative commerce and payment solutions with our mobile financial services and help service providersbecome a truly data-driven organization with offerings for data management, data analytics and customer journey management andrecommendations.

• Services and hybrid operations: Our solutions are designed to enable service providers to introduce intelligence and automation into theiroperations to accelerate innovation, agility and efficiency; optimize data for intelligence-driven analytics; effectively manage multi-dimensional, dynamic hybrid operations; embark on their cloud and IT modernization paths and prevent revenue loss. Using open source,third–party solutions and Amdocs’ unique IP, including tools and methodologies around artificial intelligence, SRE, predictive analytics andmachine learning, these services span both Amdocs products and third-party software and can be rapidly deployed through DevOpscapabilities and are focused on delivering clear business value as well as reducing costs.

Our broad suite of services, which also form part of amdocsONE, range from advisory services through solution development and business

operations to managed services and training, and the extent of services provided varies from customer to customer. Our services engagements can rangein size and scope and include advising customers on business and technical strategy, designing and implementing particular business solutions,

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Table of Contentsmanaging specific business operations processes, adopting DevOps, migrating applications to the cloud and orchestrating large-scale transformationprojects. We also provide end-to-end application development and maintenance, from ideation to deployment, managing all steps of the developmentlifecycle, supporting bi-modal development methodologies, as well as ongoing maintenance. In addition, we are generally retained by the customer toprovide ongoing services, such as maintenance, enhancement design and development and operational support, or to act as a lead systems integrator forpost-production activities that may include interfaces with third-party and legacy systems. For a substantial number of our customers, theimplementation and integration of an initial system has been followed by the sale of additional systems and modules. We aim to establish long-termmaintenance and support contracts with our customers. These contracts generally involve an expansion in the scope of support delivered and provide uswith recurring revenue.

Our key services are:

• Managed Services — We seek to transform traditional managed services towards autonomous operations, while continuing to managelegacy systems. This includes rapid deployment of new services through DevOps capabilities, modernization of legacy systems, cloud andinfrastructure services, while maintaining ongoing IT operations. Using open source, third–party solutions and Amdocs’ unique IP aroundartificial intelligence, predictive analytics and machine learning, as well as a unique adaptation of SRE methodologies, this suite of servicesspans both Amdocs products and non-Amdocs, third-party software.

• Digital Business Operations — We offer a suite of services for automating and digitalizing business operations, including order to activationand other business processes. These services combine domain-specific expertise and advanced technologies such as robotic processautomation, predictive analytics, machine learning and technology with real-time, end-to-end visibility over any business process regardlessof underlying silos. We aim to improve customer experience, decrease handling time, reduce OPEX and shorten time to introduce digitalchannels and new services.

• Quality Engineering Services — We offer industry-specific quality assurance services, and a global presence, to help our customers reduce

operational costs, enhance innovation and ensure the desired end-user experience, leveraging our advanced automation, intelligence andmachine learning tools that form part of our 36ONE platform.

• Cloud Services — We provide a set of services to help design, build, implement and manage cloud solutions, including through AWS andMicrosoft Azure. These services include cloud consulting, which is primarily delivered by experts from our Kenzan acquisition. Our cloudmigration services move applications and IT systems to the cloud, and also implement changes to processes, culture and teams, enabling ourcustomers to leverage the capabilities of the cloud to meet their business goals. With data migration to the cloud, we help improve theaccessibility of data to enable faster, timelier AI-driven analytics. This provides customers with the ability to better leverage their data, withmore users having access to more data, thereby enabling greater value to be achieved through analytics.

• Consulting Services — We provide business and top-level technology strategy consulting services for both Amdocs and non-Amdocssystems. Our consultants understand the service provider’s environment and bring with them the experience we accumulated whenmodernizing our own Amdocs product lines and re-skilling our people to master hybrids of the legacy and the new. Using expertise fromrecent acquisitions, we also provide experts in specific niches, such as the marketing consultancy practice acquired in the Pontis acquisition,the user experience (UX) experts from projekt202 and the digital software engineering and platform development experts from Kenzan.

• Integration Services — We offer integration design and implementation services to help bridge between modern digital channels and acustomer’s existing legacy back-end and third-party systems. We also offer a unique integration platform as a service (IPaaS) solution,which is a cloud, hybrid or on-premise integration platform built specifically for the unique challenges of the communications and mediaindustry, enabling modernization with minimal impact on the systems of record and other legacy systems.

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• Data & Intelligence Services — We offer advanced, insightful data and analytics services, powered by our IP around customer data and ourlogical data model designed for the communications service provider. From strategy and consulting through optimizing and modernizingdata ecosystems and migration to the cloud, our services deliver self-service business intelligence (BI) reporting, dashboards and efficientdata monetization.

In addition, amdocsONE includes revenue guard services designed to ensure faster, more accurate detection and resolution of revenue leakage,

fraud and cyber fraud; the BriteBill multi-channel bill presentment platform focused on providing clarity in billing, creating a digital engagementchannel with customers, and generating upsell opportunities. We also provide advertising and media offerings for media publishers, TV networks, videostreaming providers, advertising agencies and service providers. Our OpenMarket business provides A2P (application-to-person) text messagingsolutions.

Technology

Our portfolio architecture allows our applications to work in multiple customer environments.

To help service providers respond more quickly to changes in their markets, we embrace an open and integrated approach to our technology builton the following key principles:

• Design led. Adopting design-led principles and methodologies across software applications to ensure improved and optimized customerexperiences.

• API enabled. Leveraging domain-driven design to expose APIs across key applications and ensure consumption and interaction between

applications is easily enabled. It exposes the Amdocs portfolio application programming interfaces to external systems, allowing ourapplications to integrate with each other and with third-party applications.

• Cloud flexibility. Architected to run in public and on-premise cloud environments. • Microservices. Developing highly granular, lightweight distributed software architecture, shipped and delivered using containers and

orchestrated using Kubernetes, the industry-leading cluster management for containers.

• Scalability. Designed to take full advantage of the capabilities of the underlying platform, allowing progressive system expansion,

proportional with increases in business volumes. Using the same software, our applications can support operations for small and very largeservice providers.

• Reliability. System and component architecture supports high availability and redundancy to allow connected and uninterrupted operations

at full network utilization and device load.

• Modularity. Applications can be installed on an individual standalone basis, interfacing with the customer’s existing systems, or as part of an

integrated Amdocs system environment. We believe this modularity provides our customers with a highly flexible solution that is able toincrementally expand with the customer’s growing needs and capabilities.

• Upgradability and Backwards Compatibility. Version interoperability eliminates risky upgrades and allows for a gradual upgrade approach

of suite elements. • Virtualization. Business agility improves with virtualization as it allows introduction of new services rapidly. Moreover, virtualization

reduces cost by improving resource utilization, and by automating processes.

• Open Source Software. Enabling rapid time to market and lower-cost functionality introduction, our software leverages open-source

components to encourage standardization and improved quality where possible. Amdocs is playing a central role in the development of TheLinux Foundation’s ONAP, an advanced open source solution for the telecommunications industry.

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• Service-Oriented Architecture. SOA enables improved flow of information, rapid function development, easier scaling and simplifiedintroduction of new services.

Sales and Marketing

Our sales and marketing activities are primarily directed at major communications and media companies.

As a result of the strategic importance of our amdocsONE solutions to the operations of service providers, a number of constituencies within acustomer’s organization are typically involved in purchasing decisions, including senior management, information systems personnel and user groups,such as the finance, customer service and marketing departments.

Our sales activities are supported by marketing efforts and increasing cooperation with strategic partners. We interact with other third parties inour sales activities, including independent sales agents, information systems consultants engaged by customers and system integrators that providecomplementary products and services. We also have value-added reseller agreements with leading hardware and software vendors. Our sales andmarketing activities also support projects with partner companies, such as Amazon Web Services, Microsoft, Intel, Google, Redhat, Dell EMC andVMware, Adobe, Nokia, Hewlett Packard Enterprise and IBM.

Customers

Our target market is comprised of service providers in the communications and media industry that require customer experience solutions withadvanced functionality and technology. The companies in our target segment are typically market leaders. By working with such companies, we helpensure that we remain at the forefront of developments in the industry and that our product offerings continue to address the market’s most sophisticatedneeds. We have a global orientation and customers in over 85 countries.

Our customers include service providers, such as:

A1 Bulgaria POST LuxembourgA1 Telekom Austria ProximusAirtel Red Carpet Home CinemaAltice SFR Reliance CommunicationsAltice USA Rogers CommunicationsAmerica Movil RostelecomAstro SafaricomAT&T SensisAT&T Mexico SingtelBell Canada Sky ItaliaBharat Sanchar Nigam Limited SmartBotswana Telecommunications Corporation SprintBT Sunrise TelecomCable & Wireless Telefónica ArgentinaCapita Business Services Telefónica Brasil (Vivo)Cellcom Telefónica ChileCenturyLink Telefónica PeruCharter Communications Telefónica SAClaro Brasil TelenetClaro Chile Telia NorwayClaro Dominican Republic Telia SwedenClaro Puerto Rico Telkom South AfricaComcast TelkomselDeutsche Telekom TelstraDigital TV Cable TELUS Communications

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Table of ContentsDish Network Three Ireland (Hutchison) LimitedEE TIMElisa TIM BrasilEPIX (an MGM company) T-Mobile USEros Now True CorporationFarEasTone TurnerFoxtel UPC BroadbandGlobe Telecom US CellularJ:COM UTSKazakhtelecom VEONKcell VerizonKCOM ViacomKPN Virgin MediaKT Corporation Vodafone GermanyKyivstar Vodafone HungaryM1 Vodafone IdeaMagyar Telekom Vodafone IrelandMaxis Vodafone ItalyMTS Vodafone QatarNFL Digital Media Vodafone RomaniaOi Vodafone SpainOptus Vodafone UKOrange Belgium VodafoneZiggoOrange Spain Warner BrosPLDT XL Axiata

Our business is dependent on a limited number of significant customers, of which AT&T has historically been our largest. AT&T accounted for23% and 27% of our revenue in fiscal 2019 and 2018, respectively. Aggregate revenue derived from the multiple business arrangements we have withthe ten largest of our significant customers accounted for approximately 65% of our revenue in fiscal 2019 and 66% in fiscal 2018. See “Risk Factors —Our business is dependent on a limited number of significant customers, and the loss of any one of our significant customers could harm our results ofoperations.”

The following is a summary of revenue by geographic area. Revenue is attributed to geographic region based on the location of the customer:

2019 2018 2017 North America 63.2% 64.2% 65.9%Europe 14.7% 14.4% 12.6%Rest of the World 22.1% 21.4% 21.5%

Competition

The market for customer experience solutions in the communications and media industry continues to become more competitive. Amdocs’competitive landscape is comprised of internal IT departments of our customers, as well as independent competitors or new entrants that may competebroadly with us or in limited segments of our market, and can be generally categorized as follows:

• providers of BSS/OSS and customer relationship management (CRM)/digital systems, including CSG International, Optiva, Oracle,Pegasystems, Salesforce, Vlocity and SAP;

• system integrators and providers of IT services, such as Accenture, Cognizant, DXC Technology, IBM Global Services, Infosys, Tata

Consultancy Services, Tech Mahindra and Wipro (some of whom we also cooperate with in certain opportunities and projects);

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• network equipment providers such as Ericsson, Huawei, Nokia Networks, and NEC and its subsidiary Netcracker (some of whom we alsocooperate with in certain opportunities and projects and some of whom have also moved into the BSS/OSS space);

• niche domain players, often start-up companies, who compete against particular parts of our portfolio, such as Matrixx, Openet in charging;

Hansen (Sigma) in catalog; Aria, Stripe, Zuora in subscription billing; Forgerock and Okta in identity management; Deluxe Entertainmentand iNDemand in Media.

We expect the competition in our industry to increase from many of such companies.

We believe that we are able to differentiate ourselves from these competitors by, among other things:

• applying our over 35-year heritage to the development and delivery of products and professional services that enable our customers to

overcome their challenges and achieve service differentiation by providing a personalized and intelligent customer experience, shaping thequality of network experience and simplifying the complexity of the operating environment,

• continuing to design and develop solutions targeted specifically to the communications and media industry, • innovating and enabling our customers to adopt new business models that will improve their ability to drive new revenues, and compete and

win in a changing market, • providing high-availability, high-quality, reliable, scalable, integrated and modular applications, leveraging cloud technology, artificial

intelligence and new software development and deployment options, • providing flexible and tailored IT and business process outsourcing solutions and delivery models, and • offering customers end-to-end accountability from a single vendor.

Employees

We invest significant resources in the training, retention and motivation of high-quality personnel. Training programs cover areas such astechnology, applications, development methodology, project methodology, programming standards, industry background, business, managementdevelopment and leadership. Our management development efforts are reinforced by an organizational structure that provides opportunities for talentedmanagers to gain experience in general management roles. We also invest considerable resources in personnel motivation, including providing variousincentive plans for sales staff and high-quality employees. Our future success depends in large part upon our continuing ability to attract and retainhighly qualified managerial, technical, sales and marketing personnel and outstanding leaders. Moreover, we are committed to diversity and inclusion,believing a gender diverse, multi-cultural workforce spread across the globe provides strength and a competitive business advantage.

See “Directors, Senior Management and Employees — Workforce Personnel” for further details regarding our employees and our relationshipswith them.

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Table of ContentsProperty, Plants and Equipment

Facilities

We lease land and buildings for our executive offices, sales, marketing, administrative, development and support centers. We lease an aggregate ofapproximately 3.4 million square feet worldwide, including significant leases in the United States, Israel, Canada, Cyprus, India, Philippines, UnitedKingdom and Mexico. The following table summarizes information with respect to the principal facilities leased by us and our subsidiaries as ofSeptember 30, 2019:

Location Area

(Sq. Feet) United States:

Champaign, IL 111,267 St. Louis, MO 56,215 Burbank, CA 56,005 Seattle, WA 27,157 Eldorado Hills, CA 9,817 Others 264,878

Total 525,339 Israel:

Ra’anana 901,327 Sderot 143,192 Nazareth 25,919 Others 5,436

Total 1,075,874 Canada:

Montreal 60,274 Toronto 44,470 Ottawa 40,422

Total 145,166 Cyprus (Limassol) 110,868 India:

Pune 892,178 Delhi 204,062 Mumbai 4,400

Total 1,100,640 Philippines 103,135 United Kingdom 75,875 Mexico 70,934 Other locations (21 countries) 201,109 Total 3,408,940

Our leases expire on various dates through 2035, not including various options to terminate or extend lease terms. In December 2017, the

Company entered into agreements with Union Investments and Development Limited (“Union”) to partner through a legal entity that would be equallyowned by the Company and Union for the purpose of acquiring land which the Company intends to use as the site for a new campus in Ra’anana, Israelthat we believe will provide an advanced, optimal working environment that can meet the needs of Amdocs Israel and its employees, and support theCompany’s future growth. The design for the new campus is in accordance with LEED requirements and includes advanced energy and water savingsystems.

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Table of ContentsEquipment

We develop amdocsONE solutions over a system of UNIX, Linux, Windows servers owned or leased by us, as well as over cloud providers. Weuse a variety of software products in our development centers, including products by Microsoft, Oracle, Syncsort, Red Hat, CA, IBM, Hewlett-Packardor others. Our data storage is based mainly on equipment from EMC, NetApp, IBM, Hitachi and Hewlett-Packard.

ITEM 4A. UNRESOLVED STAFF COMMENTS

Not applicable.

ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS

Overview of Business and Trend Information

Amdocs is a leading provider of software and services for communications and media industry service providers in both developed countries andemerging markets. Regardless of whether service providers are bringing their first offerings to market, scaling for growth, consolidating systems ortransforming the way they do business, we believe that service providers seek to differentiate their offerings by delivering a customer experience that issimple, personal, contextual and valuable at every point of engagement and across all channels.

We develop, implement and manage software and services designed to meet the business imperatives of our customers. Our technology,design-led thinking approach and expertise help service providers to further transform into digital service providers, enhance their entertainmentofferings, and serve their customers across all channels. amdocsONE, our open and dynamic portfolio, enables service providers to accelerate theircontinuous digital transformation.

In a global communications and media industry impacted by unprecedented growth in data demand, an increasing number of connected devices,improvement in IoT technologies, and the rising influence of device makers, social networks and OTT players that bypass traditional service providers,consumers expect immediate and constant connectivity to a wide array of personalized services, information and applications. To capture new revenuestreams, service providers are continuing to transform to become digital service providers, investing in their networks to meet the demand for increasedbandwidth and are searching for ways to provide new services, particularly around content. We seek to address these market forces through a strategy ofinnovation from the network and digital business systems to the device and end user, leveraging cloud-native microservices technologies for highvelocity time to market, delivering in fast DevOps sprints, with full accountability, to control costs, bring optimal scope and drive agility. Our goal is tosupply cost-effective, modular, scalable and open software products and services that provide functionality and flexibility to service providers as theyand their markets grow and change.

In part, we have sought, through acquisitions, to expand our service offerings and customer base and to enhance our ability to provide managedservices to our customers. In recent years, we have completed numerous acquisitions (including our fiscal 2017 acquisition of Kenzan, our fiscal 2018acquisitions of projekt202, UXP Systems and Vubiquity and our fiscal 2019 acquisition of TTS Wireless), which, among other things, we believe willenable us to expand our digital offerings, network capabilities and technological expertise. As part of our strategy, we may continue to pursueacquisitions and other initiatives in order to offer new products or services, enter into new vertical markets or otherwise enhance our market position orstrategic strengths.

amdocsONE

Our amdocsONE portfolio consists of software and services that address service providers’ business and operational needs. Its open, modular andintegrated solution set introduces a rich group of capabilities built on cloud-native, microservices and machine-learning technologies, and is deliveredbased on modern DevOps practices. amdocsONE is designed to meet the business imperatives of our customers who are transforming into

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Table of Contentsdigital service providers within the framework of a hybrid IT environment, which requires them to rapidly introduce new cloud-native applicationswhile still operating legacy systems.

Our comprehensive line of services is designed to address every stage of a service provider’s lifecycle. They include consulting services, managedservices, digital business operations, quality engineering services, cloud services, integration services and data and intelligence services. Our managedservices provide multi-year, flexible and tailored business processes and applications services, including application development, modernization andmaintenance, IT and infrastructure services, testing and professional services that are designed to assist customers in the selection, implementation,operation, management and maintenance of their IT systems.

We conduct our business globally, and as a result we are subject to the effects of global economic conditions and, in particular, market conditionsin the communications and media industry. In fiscal 2019, customers in North America accounted for 63.2% of our revenue, while customers in Europeand the rest of the world accounted for 14.7% and 22.1%, respectively. We maintain development facilities in Brazil, Canada, Cyprus, India, Ireland,Israel, Mexico, the Philippines, the United Kingdom and the United States. Historically, AT&T has been our largest customer, accounting for 23% and27% of our revenue in fiscal 2019 and 2018, respectively. Aggregate revenue derived from the multiple business arrangements we have with our tenlargest customers accounted for approximately 65% of our revenue in fiscal 2019 and 66% in fiscal 2018. We believe that demand for our solutions isprimarily driven by the following key factors:

• Transformation within the communications and media industry, including: • continued transformation of service providers to digital service providers, • increasing use of communications and content services, • widespread access to content, information and applications, • continued growth in Latin America and Southeast Asia, • expansion into new lines of business, • consolidation among service providers in established markets, often including companies with multinational operations, • increased competition, including from non-traditional players, • continued bundling and blending of communications and entertainment, and • continued commoditization and pricing pressure. • Technology advances, such as: • wide-scale foundational technology changes including the leveraging of open-source, cloud-enabled and cloud-native operating

infrastructure, microservices-based architecture, API-based ecosystems, and aggressive digital modernization transformations, • evolving service provider business models and opportunities like OTT partnerships, content development and offerings, advertising,

enterprise and small- or medium-sized business modernization, and innovative consumer bundling solutions, • network evolution in order to support growing technology needs associated with Internet of Things (IoT), autonomous vehicles and

augmented and virtual reality, • new communications technologies such as 5G wireless technology, eSIM, long range (LoRa), Narrowband IoT (NB-IOT, network

functions virtualization (NFV), network automation and edge computing, • emerging initiatives like artificial intelligence, including machine learning (ML) and natural language processing (NLP) and

blockchain.

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Table of Contents • Customer focus, such as: • the need for service providers to personalize the customer’s experience and provide contextual and personalized engagements at all

points in their omni-channel customer journey, • increasing customer expectations for new, innovative services and applications that are personally relevant and that can be accessed

anytime, anywhere and from any device, and • the ever-increasing expectations for service and support, including proactive multi-modal customer care and commerce. • The need for operational efficiency, including: • the shift from in-house management to vendor solutions, • business needs of service providers to reduce costs and lower total cost of ownership of software systems while retaining high-value

customers in a highly competitive environment, • automating, introducing artificial intelligence, and integrating business processes that span service providers’ business systems and

network solutions, • implementing and integrating new next-generation networks (and retiring legacy networks) to deploy new technologies, and • transforming fragmented legacy OSS to introduce new services in a timely and cost-effective manner.

Revenue from managed services arrangements is a significant part of our business generating substantial, long-term recurring revenue streams andcash flow. Revenue from managed services arrangements accounted for approximately $2.25 billion and $2.05 billion of revenue in fiscal 2019 and2018, respectively. In managed services contracts revenue from the operation of a customer’s system is recognized as services are performed based ontime elapsed, output produced or volume of data processed. In the initial period of our managed services projects, we often invest in modernization andconsolidation of the customer’s systems. Managed services engagements can be less profitable in their early stages; however, margins tend to improveover time, and this improvement is seen more rapidly in the initial period of an engagement, as we derive benefit from the operational efficiencies andfrom changes in the geographical mix of our resources.

Research and Development, Patents and Licenses

Our research and development activities involve the development of new software architecture, modules and product offerings in response to anidentified market demand. We also expend additional amounts on applied research and software development activities to keep abreast of newtechnologies in the communications and media markets and to provide new and enhanced functionality to our existing product offerings. We leverageleading-edge development technologies and associated technologies, for example, DevOps, Continuous Integration/Continuous Development (CI/CD)and Agile, to ensure we are able to develop and deliver our solutions efficiently and cost-effectively.

Substantially all of our research and development expenditures are directed at our solutions. In recent years, we have also invested our researchand development efforts in network control, optimization and orchestration and network functions virtualization technologies; applications to enableservice providers to deploy and monetize technologies such as fiber, LTE, 5G, small cells and Wi-Fi; big data analytics and intelligence capabilitiesleveraging natural language processing and artificial intelligence toward consumer and business satisfaction, marketing effectiveness and networkoperations and experience; increased focused for the business segment, digital, commerce and entertainment domains, platforms for processing,distributing and monetizing content globally and on foundational technologies including microservices and cloud infrastructure readiness. We believethat our research and development efforts are a key element of our strategy and are essential to our

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Table of Contentssuccess. However, an increase or a decrease in our total revenue would not necessarily result in a proportional increase or decrease in the levels of ourresearch and development expenditures, which could affect our operating margin.

Our products are largely comprised of software and systems that we have developed or acquired and that we regard as proprietary. In recent years,we have invested in adopting open source components in an effort to reduce total cost of ownership for our customers, but our software and softwaresystems remain the results of long, robust and intensive development processes. Although our technology is not significantly dependent on patents orlicenses from third parties, certain aspects of our products continue to make use of software components licensed from third parties. As a developer ofcomplex software systems, third parties may claim that portions of our systems infringe their intellectual property rights. The ability to develop and useour software and software systems requires knowledge and professional experience that we believe would be very difficult for others to independentlyobtain. However, our competitors may independently develop technologies that are substantially equivalent or superior to ours. We have taken, andintend to continue to take, several measures to establish and protect our proprietary rights in our products and technologies from third-partyinfringement. We rely upon a combination of trademarks, patents, contractual rights, trade secret law, copyrights and non-disclosure agreements. Weenter into non-disclosure and confidentiality agreements with our customers, employees and marketing representatives and with certain contractors withaccess to sensitive information; and we also limit customer access to the source code of our software and software systems.

Operating Results

The following table sets forth for the fiscal years ended September 30, 2019, 2018 and 2017, certain items in our consolidated statements ofincome reflected as a percentage of revenue (figures may not sum because of rounding):

Year Ended September 30, 2019 2018 2017

Revenue 100% 100% 100%Operating expenses:

Cost of revenue 64.9 65.3 64.8 Research and development 6.7 7.0 6.7 Selling, general and administrative 12.1 12.1 12.2 Amortization of purchased intangible assets and other 2.4 2.7 2.9 Non-recurring charges — 2.1 —

86.1 89.2 86.6 Operating income 13.9 10.8 13.4 Interest and other expense, net 0.0 0.2 0.1 Income before income taxes 13.9 10.6 13.3 Income taxes 2.2 1.7 2.0 Net income 11.7% 8.9% 11.3%

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Table of ContentsFiscal Years Ended September 30, 2019 and 2018

The following is a tabular presentation of our results of operations for the fiscal year ended September 30, 2019, compared to the fiscal year endedSeptember 30, 2018. Following the table is a discussion and analysis of our business and results of operations for these fiscal years.

Year Ended September 30, Increase (Decrease) 2019 2018 Amount % (In thousands)

Revenue $4,086,669 $3,974,837 $ 111,832 2.8%Operating expenses:

Cost of revenue 2,653,172 2,595,276 57,896 2.2 Research and development 273,936 276,615 (2,679) (1.0)Selling, general and administrative 492,457 481,093 11,364 2.4 Amortization of purchased intangible assets and other 97,358 108,489 (11,131) (10.3)Non-recurring charges — 85,057 (85,057) (100)

3,516,923 3,546,530 (29,607) (0.8)Operating income 569,746 428,307 141,439 33.0 Interest and other expense, net 1,859 6,766 (4,907) (72.5)Income before income taxes 567,887 421,541 146,346 34.7 Income taxes 88,441 67,145 21,296 31.7 Net income $ 479,446 $ 354,396 $125,050 35.3%

Revenue . Revenue increased by $111.8 million, or 2.8%, to $4,086.7 million in fiscal year 2019, from $3,974.8 million in fiscal year 2018. The

increase in revenue was attributable to increased managed services including managed transformation activities. Revenue for the year endedSeptember 30, 2019 increased by 4.1% compared to fiscal year ended September 30, 2018, excluding approximately 1.3% negative foreign exchangefluctuations impact, and was also positively affected by activities related to acquisitions completed in fiscal year 2018 and to a lesser extent 2019acquisition.

In fiscal year 2019, revenue from customers in North America, Europe and the rest of the world accounted for 63.2%, 14.7% and 22.1%,respectively, of total revenue, compared to 64.2%, 14.4% and 21.4%, respectively, in fiscal year 2018. Revenue from customers in North Americaincreased during the fiscal year 2019, while total revenue increased at a higher rate, which resulted in a decrease of revenue from customers in NorthAmerica as a percentage of total revenue. The increase in revenue from customers in North America in absolute amounts was primarily attributable tohigher revenue from key customers in North America as we support the continuous digital transformation of the region’s communications, Pay TV andmedia companies and by activities related to fiscal year 2018 acquisitions, partially offset by lower revenue with AT&T. Revenue from customers inEurope increased in fiscal year 2019, despite negative foreign exchange fluctuations, primarily as a result of higher revenue from development andmodernization activities while we expand our presence in this region. Revenue from customers in the rest of the world increased in fiscal year 2019,despite negative foreign exchange fluctuations, as a result of our expansion and progress of managed transformations activities for customers in the restof the world.

Cost of Revenue . Cost of revenue consists primarily of costs associated with providing services to customers, including compensation expenseand costs of third-party products, as well as fee and royalty payments to software suppliers. Cost of revenue increased by $57.9 million, or 2.2%, to$2,653.2 million in fiscal year 2019, from $2,595.3 million in fiscal year 2018. As a percentage of revenue, cost of revenue decreased to 64.9% in fiscalyear 2019 from 65.3% in fiscal year 2018. The Cost of revenue increase was commensurate with revenue growth, excluding the impact of changes ofcertain acquisition-related liabilities measured at fair value recognized in the fiscal years 2019 and 2018 in total amount of $2.2 million and$17.7 million, respectively.

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Table of ContentsResearch and Development . Research and development expense is primarily comprised of compensation expense. Research and development

expense decreased by $2.7 million, or 1.0%, to $273.9 million in fiscal year 2019, from $276.6 million in fiscal year 2018. Research and developmentexpense decreased as a percentage of revenue from 7.0% in fiscal year 2018, to 6.7% in fiscal year 2019. We continue to invest in our digital offering aswell as our media offering, invest in our network related innovation and in developing cloud native offering. Our research and development efforts are akey element of our strategy and are essential to our success, and we intend to maintain our commitment to research and development. An increase or adecrease in our revenue would not necessarily result in a proportional increase or decrease in the levels of our research and development expenditures,which could affect our operating margin. Please see “Research and Development, Patents and Licenses.”

Selling, General and Administrative . Selling, general and administrative expense, which is primarily comprised of compensation expense,increased by $11.4 million, or 2.4%, to $492.5 million in fiscal year 2019, from $481.1 million in fiscal year 2018. The increase in selling, general andadministrative expense was primarily attributable to changes in the accounts receivable allowances. Selling, general and administrative expense mayfluctuate from time to time, depending upon such factors as changes in our workforce and sales efforts and the results of any operational efficiencyprograms that we may undertake.

Amortization of Purchased Intangible Assets and Other . Amortization of purchased intangible assets and other decreased by $11.1 million, or10.3%, to $97.4 million in fiscal year 2019, from $108.5 million in fiscal year 2018. The decrease in amortization of purchased intangible assets andother was primarily attributable to a completion of amortization of previously purchased intangible assets, partially offset by an increase in amortizationof intangible assets due to acquisitions completed in fiscal years 2019 and 2018.

Non-recurring Charges. There were no non-recurring charges in fiscal year 2019, while there were $85.1 million of such charges in fiscal year2018. The non-recurring charges in fiscal year 2018 were primarily associated to a loss incurred to settle a long-running legal dispute and restructuringcharges which were primarily associated with recently completed acquisitions and internal business realignment actions in North America. Please seeNote 10 to our consolidated financial statements.

Operating Income . Operating income increased by $141.4 million, or 33.0%, to $569.7 million in fiscal year 2019, from $428.3 million in fiscalyear 2018. Operating income increased as a percentage of revenue, from 10.8% in fiscal year 2018 to 13.9% in fiscal year 2019. The increase inoperating income was attributable primarily to revenue growth surpassing operating expenses growth in fiscal year 2019 as well as non-recurringcharges recognized fiscal year 2018. Negative foreign exchange impacts on our revenue were partially offset by the foreign exchange reduction impacton our operating expense, resulting in a negative impact on our operating income.

Interest and Other Expense, Net . Interest and other expense, net, changed from a net loss of $6.8 million in fiscal year 2018 to a net loss of$1.9 million in fiscal year 2019. The decrease in Interest and other expense, was primarily attributable to the realized and unrealized net gains relating tominority equity investments.

Income Taxes . Income taxes for fiscal year 2019 were $88.4 million on pre-tax income of $567.9 million, resulting in an effective tax rate of15.6%, compared to 15.9% in fiscal year 2018. Our effective tax rate may fluctuate between periods as a result of discrete items that may affect aparticular period. Please see Note 11 to our consolidated financial statements.

Net Income . Net income increased by $125.1 million, or 35.3%, to $479.4 million in fiscal year 2019, from $354.4 million in fiscal year 2018.The increase in net income was primarily attributable to the increase in Operating Income partially offset by increase in Income Taxes.

Diluted Earnings Per Share . Diluted earnings per share increased by $1.00, or 40.5%, to $3.47 in fiscal year 2019, from $2.47 in fiscal year2018. The increase in diluted earnings per share was primarily attributable to

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Table of Contentsthe increase in net income as well as to the decrease in the diluted weighted average number of shares outstanding which resulted from sharerepurchases. Please see also Note 20 to our consolidated financial statements.

Fiscal Years Ended September 30, 2018 and 2017

The following is a tabular presentation of our results of operations for the fiscal year ended September 30, 2018, compared to the fiscal year endedSeptember 30, 2017. Following the table is a discussion and analysis of our business and results of operations for these fiscal years.

Year Ended September 30, Increase (Decrease) 2018 2017 Amount % (In thousands)

Revenue $3,974,837 $3,867,155 $107,682 2.8%Operating expenses:

Cost of revenue 2,595,276 2,507,656 87,620 3.5 Research and development 276,615 259,097 17,518 6.8 Selling, general and administrative 481,093 472,778 8,315 1.8 Amortization of purchased intangible assets and other 108,489 110,291 (1,802) (1.6)Non-recurring charges 85,057 — 85,057 100

3,546,530 3,349,822 196,708 5.9 Operating income 428,307 517,333 (89,026) (17.2)Interest and other (expense) income, net (6,766) (4,421) (2,345) 53.0 Income before income taxes 421,541 512,912 (91,371) (17.8)Income taxes 67,145 76,086 (8,941) (11.8)Net income $ 354,396 $ 436,826 $ (82,430) (18.9)%

Revenue . Revenue increased by $107.7 million, or 2.8%, to $3,974.8 million in fiscal year 2018, from $3,867.2 million in fiscal year 2017. Themajority of increase in revenue, which was net of a revenue decrease from the sale of directory systems, was attributable to increased activity in Europe,and to a lesser extent in the rest of the world. The 2.8% increase in revenue, was positively affected by activity related to acquisitions in fiscal year 2018,as well as approximately half percent from foreign exchange fluctuations.

Revenue attributable to the sale of amdocsONE increased by $121.0 million, or 3.2%, to $3,930.1 million in fiscal year 2018, from$3,809.1 million in fiscal year 2017. The majority of increase in revenue was attributable to increased activity in Europe, and to a lesser extent in the restof the world. Revenue resulting from the sale of amdocsONE represented 98.9% and 98.5% of our total revenue in fiscal years 2018 and 2017,respectively.

Revenue attributable to the sale of directory systems decreased by $13.4 million, or 23.1%, to $44.7 million in fiscal year 2018, from$58.1 million in fiscal year 2017. This decrease was primarily attributable to continued slowness in the directory systems market and we anticipaterevenue from the sale of directory systems will continue to decline in fiscal year 2019. Revenue from the sale of directory systems represented 1.1% and1.5% of our total revenue in fiscal years 2018 and 2017, respectively.

In fiscal year 2018, revenue from customers in North America, Europe and the rest of the world accounted for 64.2%, 14.4% and 21.4%,respectively, of total revenue, compared to 65.9%, 12.6% and 21.5%, respectively, in fiscal year 2017. Revenue from customers in North Americaslightly increased in fiscal year 2018, while total revenue increased at a higher rate, which resulted in a decrease of revenue from customers in NorthAmerica as a percentage of total revenue. The decrease in the percentage of revenue from customers in North America was primarily attributable tolower activity with AT&T. The decrease was partially offset by higher revenue from

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Table of Contentsother key customers in North America as we support the continuous digital transformation of the region’s communications, Pay TV and mediacompanies and by activities related to fiscal year 2018 acquisitions. The increase in revenue from customers in Europe was primarily attributable tohigher revenue from development and modernization activities, while we expand our presence in this region, as well as to positive foreign exchangefluctuations.

Revenue from customers in the rest of the world increased in fiscal year 2018, while total revenue increased at a higher rate, which resulted insimilar level of revenue from customers in the rest of the world as a percentage of total revenue. The increase in revenue from customers in the rest ofthe world was driven by increased activity in Asia-Pacific as a result of our progress with new and existing customers which was partially offset bylower revenue from other regions within the rest of the world.

Cost of Revenue . Cost of revenue consists primarily of costs associated with providing services to customers, including compensation expenseand costs of third-party products, as well as fee and royalty payments to software suppliers. Cost of revenue increased by $87.6 million, or 3.5%, to$2,595.3 million in fiscal year 2018, from $2,507.7 million in fiscal year 2017. As a percentage of revenue, cost of revenue increased to 65.3% in fiscalyear 2018 from 64.8% in fiscal year 2017. The decrease in the gross margin in fiscal year 2018 compared to fiscal year 2017 was primarily attributableto a loss resulting from changes in certain acquisition-related liabilities measured at fair value recognized in fiscal year 2018 as well as to an oppositeeffect in fiscal year 2017 of a gain resulting from changes in certain acquisition-related liabilities measured at fair value recognized.

Excluding the changes in certain acquisition-related liabilities measured at fair value mentioned above, we were able to maintain our gross marginin fiscal year 2018.

Research and Development . Research and development expense is primarily comprised of compensation expense. Research and developmentexpense increased by $17.5 million, or 6.8%, to $276.6 million in fiscal year 2018, from $259.1 million in fiscal year 2017. Research and developmentexpense increased as a percentage of revenue from 6.7% in fiscal year 2017, to 7.0% in fiscal year 2018. We continue to expand our digital offering aswell as our media offering, invest in our network related innovation and in developing cloud native offering. Our research and development efforts are akey element of our strategy and are essential to our success, and we intend to maintain our commitment to research and development. An increase or adecrease in our revenue would not necessarily result in a proportional increase or decrease in the levels of our research and development expenditures,which could affect our operating margin. Please see “Research and Development, Patents and Licenses.”

Selling, General and Administrative . Selling, general and administrative expense, which is primarily comprised of compensation expense,increased by $8.3 million, or 1.8%, to $481.1 million in fiscal year 2018, from $472.8 million in fiscal year 2017. Selling, general and administrativeexpense decreased as a percentage of revenue from 12.2% in fiscal year 2017, to 12.1% in fiscal year 2018. Selling, general and administrative expensemay fluctuate from time to time, depending upon such factors as changes in our workforce and sales efforts and the results of any operational efficiencyprograms that we may undertake.

Amortization of Purchased Intangible Assets and Other . Amortization of purchased intangible assets and other decreased by $1.8 million, or1.6%, to $108.5 million in fiscal year 2018, from $110.3 million in fiscal year 2017. The decrease in amortization of purchased intangible assets andother was primarily attributable to a decrease in amortization caused by fully amortized intangible assets partially offset by increase of amortization ofintangible assets due to the acquisitions completed in fiscal year 2018.

Non-recurring Charges. Non-recurring charges for fiscal year 2018 were $85.1 million, while there were no such charges in the fiscal year 2017.The non-recurring charges include a loss incurred to settle a long-running legal dispute and restructuring charges which were primarily associated withrecently completed acquisitions and

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Table of Contentsinternal business realignment actions in North America. Please see Note 10 to our consolidated financial statements.

Operating Income . Operating income decreased by $89.0 million, or 17.2%, to $428.3 million in fiscal year 2018, from $517.3 million in fiscalyear 2017. Operating income decreased as a percentage of revenue, from 13.4% in fiscal year 2017 to 10.8% in fiscal year 2018. The decrease inoperating income as a percentage of revenue was attributable mainly to operating expenses, particularly to non-recurring charges recognized in fiscalyear 2018. Negative foreign exchange impacts on our operating income which resulted from negative impact on our operating expenses, were partiallyoffset by positive foreign exchange impacts on our revenue.

Interest and Other (Expense) Income, Net . Interest and other (expense) income, net, changed from a net loss of $4.4 million in fiscal year 2017to a net loss of $6.8 million in fiscal year 2018. This change in interest and other (expense) income, net, was primarily attributable to foreign exchangeimpacts.

Income Taxes . Income taxes for fiscal year 2018 were $67.1 million on pre-tax income of $421.5 million, resulting in an effective tax rate of15.9%, compared to 14.8% in fiscal year 2017. Our effective tax rate may fluctuate between periods as a result of discrete items that may affect aparticular period. Please see Note 11 to our consolidated financial statements.

Net Income . Net income decreased by $82.4 million, or 18.9%, to $354.4 million in fiscal year 2018, from $436.8 million in fiscal year 2017.The decrease in net income was primarily attributable to non-recurring charges recognized in fiscal year 2018.

Diluted Earnings Per Share . Diluted earnings per share decreased by $0.49, or 16.6%, to $2.47 in fiscal year 2018, from $2.96 in fiscal year2017. The decrease in diluted earnings per share was primarily attributable to non-recurring charges, partially offset by the decrease in the dilutedweighted average number of shares outstanding, which resulted from share repurchases. Please see also Note 20 to our consolidated financialstatements.

Liquidity and Capital Resources

Cash, Cash Equivalents and Short-Term Interest-Bearing Investments. Cash, cash equivalents and short-term interest-bearing investments, totaled$471.6 million as of September 30, 2019, compared to $519.2 million as of September 30, 2018. The decrease was mainly attributable to $398.1 millionused to repurchase of our ordinary shares, $147.6 million of cash dividend payment, $128.1 million for capital expenditures, net, $60.6 millionacquisition payment, $7.5 million contingent consideration payment from a business acquisition and $4.8 million payment to non-controlling interests,partially offset by $656.4 million in positive cash flow from operations and $41.5 million of proceeds from stock option exercises. Net cash provided byoperating activities amounted to $656.4 million and $557.2 in fiscal years 2019 and 2018, respectively.

Our free cash for fiscal year 2019 was $528.3 million, is calculated as net cash provided by operating activities of $656.4 million for the periodless $128.1 million for capital expenditures, net. Our normalized free cash flow for fiscal year 2019 was $613.5 million, is calculated as net cashprovided by operating activities of $656.4 million for the period less $128.1 million for capital expenditures, net, excluding $55.0 million of paymentsrelated to the settlement of the legal dispute in the U.S. District Court in Oregon, $15.6 million of payments for the non-recurring charges forre-alignment actions in North-America, $7.7 million of payment of acquisition related liabilities and $6.9 million of the capital expenditures associatedwith the multiyear development of our new campus in Israel, (which is net of proceeds of $9.7 million relating to the refund of betterment levy).

Free cash flow and normalized free cash flow are non-GAAP financial measures and are not prepared in accordance with, and are not alternativesfor, generally accepted accounting principles and may be different from

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Table of Contentsnon-GAAP financial measures with similar names used by other companies. Non-GAAP measures such as free cash flow and normalized free cash flowshould only be reviewed in conjunction with the corresponding GAAP measures. We believe that the foregoing non-GAAP financial measures, whenused in conjunction with the corresponding GAAP measure provide useful information to investors and management relating to the amount of cashgenerated by the Company’s business operations.

Our policy is to retain sufficient cash balances in order to support our growth. We believe that our current cash balances, cash generated fromoperations, our current lines of credit and our ability to access capital markets will provide sufficient resources to meet our operational needs, fund theconstruction of the new campus in Israel, fund share repurchases and the payment of cash dividends for at least the next fiscal year.

As a general long-term guideline, we expect to retain a portion of our free cash flow to support the growth of our business, including possiblemergers and acquisitions. In fiscal year 2020, we plan to return to shareholders roughly 100% of our normalized free cash flow (i.e. before capitalexpenditures associated with the multiyear development of our new campus in Israel and other items), subject to financial performance, outlook andliquidity, the size of possible mergers and acquisitions activity, financial market conditions and prevailing industry condition, (see also Note 2 to ourconsolidated financial statements) through our ongoing share repurchase and dividend program. While having this plan in mind, our actual sharerepurchase activity and payment of future dividends, if any, may vary quarterly or annually.

Our interest-bearing investments are classified as available-for-sale securities. Such short-term interest-bearing investments, if applicable,generally consist primarily of bank deposits, corporate bonds, money market funds, U.S. government treasuries, and U.S. agency securities. We believewe have conservative investment policy guidelines. Our interest-bearing investments are stated at fair value with the unrealized gains or losses reportedas a separate component of accumulated other comprehensive (loss) income, net of tax, unless a security is other than temporarily impaired, in whichcase the loss is recorded in the consolidated statements of income. Our interest-bearing investments are priced by pricing vendors and are classified asLevel 1 or Level 2 investments, since these vendors either provide a quoted market price in an active market or use other observable inputs to price thesesecurities. During fiscal years 2019 and 2018 we did not recognize credit losses. Please see Notes 5 and 6 to our consolidated financial statements.

Revolving Credit Facility, Letters of Credit and Guarantees. In 2011, we entered into an unsecured $500.0 million five-year revolving creditfacility with a syndicate of banks. In December 2014 and in December 2017, the credit facility was amended and restated to, among other things, extendthe maturity date of the facility to December 2019 and December 2022, respectively. The credit facility is available for general corporate purposes,including acquisitions and repurchases of ordinary shares that we may consider from time to time. The interest rate for borrowings under the revolvingcredit facility is chosen at our option from several pre-defined alternatives, depends on the circumstances of any advance and is based in part on ourcredit rating. In March 2017, we borrowed an aggregate of $200.0 million under the facility and repaid it in April 2017. In March 2018, we borrowed anaggregate of $120.0 million under the facility and repaid it in April 2018. As of September 30, 2019, we were in compliance with the financialcovenants under the revolving credit facility and had no outstanding borrowings under this facility.

As of September 30, 2019, we had additional uncommitted lines of credit available for general corporate and other specific purposes and hadoutstanding letters of credit and bank guarantees from various banks totaling $91.3 million. These were supported by a combination of the uncommittedlines of credit that we maintain with various banks.

Acquisitions. During fiscal year 2019, we acquired TTS Wireless for approximately $50.0 million in cash and potential additional considerationbased on the achievement of certain performance metrics. During fiscal year 2018, we acquired three technology companies to expand our digital andmedia offering: Vubiquity, projekt202 and UXP Systems (“UXP”), for the aggregate purchase price of $355.1 million in cash.

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Table of ContentsCapital Expenditures. Generally, 80% to 90% of our capital expenditures (excluding the investment in our new campus in Israel) consist of

purchases of computer equipment, and the remainder is attributable mainly to leasehold improvements. Our capital expenditures were approximately$128.1 million and included proceeds, of mainly $9.7 million relating to refund of betterment levy in fiscal year 2019. Our fiscal year 2019 capitalexpenditures were mainly attributable to investments in our operating facilities and our development centers around the world. Regarding our expectedinvestment in our new campus in Israel, please see Note 2 to our consolidated financial statements.

Share Repurchases. From time to time, our Board of Directors can adopt share repurchase plans authorizing the repurchase of our outstandingordinary shares. On November 8, 2017, our Board of Directors adopted another share repurchase plan for the repurchase of up to an additional$800.0 million of our outstanding ordinary shares with no expiration date. In April 2018, we completed the repurchase of the remaining authorizedamount of ordinary shares under the February, 2016 plan and began executing repurchases under the November 2017 plan. In fiscal year 2019, werepurchased approximately 6.7 million ordinary shares at an average price of $59.79 per share (excluding broker and transaction fees). The November2017 plan permits us to purchase our ordinary shares in open market or privately negotiated transactions at times and prices that we considerappropriate. As of September 30, 2019, we had remaining authority to repurchase up to $239.2 million of our outstanding ordinary shares under theNovember 2017 plan. On November 12, 2019, our Board of Directors adopted another share repurchase plan for the repurchase of up to an additional$800.0 million of our outstanding ordinary shares with no expiration date which brings the unused authorization as of September 30, 2019 to$1,039.2 million. The authorizations permit us to purchase our ordinary shares in open market or privately negotiated transactions at times and pricesthat we consider appropriate.

Cash Dividends. Our Board of Directors declared the following dividends during fiscal years 2019, 2018 and 2017:

Declaration Date Dividends Per

Ordinary Share Record Date Total Amount(In millions) Payment Date

August 7, 2019 $ 0.285 September 30, 2019 $ 38.4 October 25, 2019 May 14, 2019 $ 0.285 June 28, 2019 $ 38.7 July 19, 2019 February 5, 2019 $ 0.285 March 29, 2019 $ 39.1 April 19, 2019 November 8, 2018 $ 0.250 December 31, 2018 $ 34.8 January 18, 2019 July 31, 2018 $ 0.250 September 28, 2018 $ 35.0 October 19, 2018 May 10, 2018 $ 0.250 June 29, 2018 $ 35.4 July 20, 2018 January 30, 2018 $ 0.250 March 30, 2018 $ 35.6 April 20, 2018 November 8, 2017 $ 0.220 December 29, 2017 $ 31.6 January 19, 2018 August 2, 2017 $ 0.220 September 29, 2017 $ 31.7 October 23, 2017 May 9, 2017 $ 0.220 June 30, 2017 $ 32.0 July 14, 2017 February 1, 2017 $ 0.220 March 31, 2017 $ 32.2 April 14, 2017 November 8, 2016 $ 0.195 December 30, 2016 $ 28.6 January 13, 2017

On November 12, 2019, our Board of Directors approved a quarterly dividend payment of $0.285 per share and set December 31, 2019 as the

record date for determining the shareholders entitled to receive the dividend, which is payable on January 24, 2020. On November 12, 2019, our Boardof Directors also approved, subject to shareholder approval at the January 2020 annual general meeting of shareholders, an increase in the quarterly cashdividend to $0.3275 per share, anticipated to be paid in April 2020.

Our Board of Directors considers on a quarterly basis whether to declare and pay, if any, a dividend in accordance with the terms of the dividendprogram, subject to applicable Guernsey law and based on several factors including our financial performance, outlook and liquidity. Guernsey lawrequires that our Board of Directors consider a dividend’s effects on our solvency before it may be declared or paid. While the Board of

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Table of ContentsDirectors will have the authority to reduce the quarterly dividend or discontinue the dividend program should it determine that doing so is in the bestinterests of our shareholders or is necessary pursuant to Guernsey law, any increase to the per share amount or frequency of the dividend would requireshareholder approval.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements.

Contractual Obligations

The following table summarizes our contractual obligations as of September 30, 2019, and the effect such obligations are expected to have on ourliquidity and cash flows in future periods (in millions):

Payments Due by Period

Contractual Obligations Total Less Than

1 Year 1-3

Years 4-5

Years More Than

5 Years Pension funding $ 12.4 $ 1.3 $ 3.8 $ 2.5 $ 4.8 Purchase obligations 96.5 60.9 35.2 0.4 — Non-cancelable operating leases 331.6 69.0 144.4 44.0 74.2 Total $ 440.5 $ 131.2 $ 183.4 $46.9 $ 79.0

As discussed in Note 2 to our consolidated financial statements, we purchased specific land to use as the future site of the new campus inRa’anana, Israel and we are obligated to construct the campus. The total net investment we expect to make in connection with the construction of thenew campus is estimated to be up to $350 million over a period of four to five years, starting with fiscal year 2018, out of which approximately$96 million was incurred in fiscal years 2018 by both us and our partner Union at equal portions (i.e. our net investment was approximately $48 million)and $7 million was incurred by us in fiscal year 2019. We expect to incur up to $120 million in fiscal year 2020. Due to the difficulty in determining theexact timing of the net investment in the years beyond fiscal year 2020, the obligations to construct the campus are not included in the above table.Please see Note 2 to our consolidated financial statements.

The total amount of unrecognized tax benefits for uncertain tax positions was $169.3 million as of September 30, 2019. Payment of theseobligations would result from settlements with taxing authorities. Due to the difficulty in determining the timing of resolution of audits, these obligationsare not included in the above table.

Deferred Tax Asset Valuation Allowance

As of September 30, 2019, we had deferred tax assets of $85.5 million, which were offset by valuation allowances due to the uncertainty ofrealizing any tax benefit for such credits and losses. These deferred tax assets derived primarily from tax credits, net capital and operating losscarryforwards related to some of our subsidiaries, see Note 11.

Critical Accounting Policies

Our discussion and analysis of our consolidated financial condition and results of operations are based upon our consolidated financial statements,which have been prepared in accordance with U.S. generally accepted accounting principles, or GAAP. The preparation of these financial statementsrequires us to make estimates, assumptions and judgments that affect the reported amounts of assets, liabilities, revenue and expenses and relateddisclosure of contingent liabilities. On a regular basis, we evaluate and may revise our estimates. We base our estimates on historical experience andvarious other assumptions that we believe to be reasonable under the

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Table of Contentscircumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent.Actual results could differ materially from the estimates under different assumptions or conditions.

We believe that the estimates, assumptions and judgments involved in the accounting policies described below have the greatest potential impacton our financial statements, so we consider these to be our critical accounting policies. These policies require that we make estimates in the preparationof our financial statements as of a given date. Our critical accounting policies are as follows:

• Revenue recognition and contract accounting • Tax accounting • Business combinations • Goodwill, intangible assets and long-lived assets-impairment assessment • Derivative and hedge accounting • Accounts receivable reserves

We discuss these policies further below, as well as the estimates and judgments involved. We also have other key accounting policies. We believethat, compared to the critical accounting policies listed above, the other policies either do not generally require us to make estimates and judgments thatare as difficult or as subjective, or it is less likely that they would have a material impact on our reported consolidated results of operations for a givenperiod.

Revenue Recognition and Contract Accounting

We derive our revenue principally from:

• the initial sales of licenses to use our products and related services, including modification, implementation, integration and customizationservices,

• providing managed services in our domain expertise and other related services, and • recurring revenue from ongoing support, maintenance and enhancements provided to our customers, and from incremental license fees

resulting from increases in a customer’s business volume.

Revenue is recognized under the five-step methodology required under ASC 606, which requires us to identify the contract with the customer,identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to the performance obligationsidentified, and recognize revenue when (or as) each performance obligation is satisfied.

We usually sell our software licenses as part of an overall solution offered to a customer that combines the sale of software licenses with a broadrange of services, which normally include significant customization, modification, implementation and integration. Those services are deemed essentialto the software. As a result, we generally recognize initial license fee and related service revenue over the course of these projects. Revenue fromcustomization, implementation, modification and integration services is also recognized over the course of the projects. When total cost estimatesexceed revenue in such project, the estimated losses are recognized immediately based upon the cost applicable to the project.

Contingent subsequent license fee revenue is recognized upon completion of specified conditions in each contract, based on a customer’ssubscriber or transaction volume or other measurements when greater than the level specified in the contract for the initial license fee.

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Table of ContentsRevenue from managed services arrangement is recognized for each individual performance obligation according to its relevant revenue category,

including but not limited to, revenue from the management of a customer’s operations, revenue from projects and revenue from ongoing supportservices.

Typically, managed services arrangements include management of data center operations and IT infrastructure, which include third-party hardwareand software, application management and ongoing support, management of end-to-end business processes, and managed transformation that includesboth a transformation project as well as taking over managed services responsibility.

Revenue from services that do not involve significant ongoing obligations is recognized as services are rendered. Revenue from other ongoingservices is recognized over time as services are preformed, using one method of measuring performance such as time elapsed, output produced, volumeof data processed or subscriber count that provides the most faithful depiction of the transfer of services.

Revenue from third-party hardware sales is recognized upon delivery or installation, and revenue from third-party software sales is recognizedupon delivery. Maintenance revenue is recognized ratably over the term of the maintenance agreement Revenue from third-party hardware and softwaresales is recorded at gross amount for transactions in which we control the third-party hardware and software before transferring them to the customer. Inspecific circumstances where we do not meet the above criteria, we recognize revenue on a net basis. In certain arrangements, we may earn revenuefrom other third-party services which is recorded at a gross amount as we control the services before transferring them to the customer.

We follow very specific and detailed guidelines, several of which are discussed above, in measuring revenue; however, certain judgments affectthe application of our revenue recognition policy:

We evaluate contracts entered into at or near the same time with the same customer (or related parties of the customer) and determine if thecontracts should be combined in accordance with the guidance for revenue recognition.

Significant portion of our revenue is recognized over the course of implementation and integration projects, usually based on a percentage thatincurred labor effort to date bears to total projected labor effort. The recognition of revenue over time requires the exercise of judgment on a quarterlybasis, such as with respect to estimates of progress-to-completion, contract revenue, loss contracts and contract costs. Progress in completing suchprojects may significantly affect our annual and quarterly operating results.

Our revenue recognition policy takes into consideration the creditworthiness and past transaction history of each customer in determining theprobability of collection. This determination requires the exercise of judgment, which affects our revenue recognition. If we determine that a fee is notcollectible, we exclude the relevant fee from transaction price.

Many of our agreements include multiple performance obligations. we allocate the transaction price for each contract to each performanceobligation identified in the contract based on the relative standalone selling price (SSP). We determine SSP for the purposes of allocating the transactionprice to each performance obligation by considering several external and internal factors including, but not limited to, transactions where the specificperformance obligation sold separately, historical actual pricing practices and geographies in which we offer our services in accordance with ASC 606.The determination of SSP requires the exercise of judgement. If a specific performance obligation is sold for a broad range of amounts (that is, theselling price is highly variable) or if we have not yet established a price for that good or service, and the good or service has not previously been sold ona standalone basis (that is, the selling price is uncertain), we apply the residual approach whereby all other performance obligations within a contract arefirst allocated a portion of the transaction price based upon their respective SSPs with any residual amount of transaction price allocated to theremaining specific performance obligation.

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Table of ContentsFor transactions which involve third-party hardware, software and services, the determination of revenue recognition based on the gross amount or

on a net basis requires the exercise of judgement in considering whether we control the third-party hardware, software or services prior to fulfilling theperformance obligation.

Tax Accounting

As part of the process of preparing our consolidated financial statements, we are required to estimate our income tax expense in each of thejurisdictions in which we operate. In the ordinary course of a global business, there are many transactions and calculations where the ultimate taxoutcome is uncertain. Some of these uncertainties arise as a consequence of revenue sharing and reimbursement arrangements among related entities, theprocess of identifying items of revenue and expenses that qualify for preferential tax treatment and segregation of foreign and domestic income andexpense to avoid double taxation. We also assess temporary differences resulting from differing treatment of items, such as deferred revenue, for tax andaccounting differences. These differences result in deferred tax assets and liabilities, which are included within our consolidated balance sheet. We mayrecord a valuation allowance to reduce our deferred tax assets to the amount of future tax benefit that is more likely than not to be realized.

Although we believe that our estimates are reasonable and that we have considered future taxable income and ongoing prudent and feasible taxstrategies in estimating our tax outcome and in assessing the need for the valuation allowance, there is no assurance that the final tax outcome and thevaluation allowance will not be different than those that are reflected in our historical income tax provisions and accruals. Such differences could have amaterial effect on our income tax provision, net income and cash balances in the period in which such determination is made.

We recognize the tax benefit from an uncertain tax position only if the weight of available evidence indicates that it is more likely than not that theposition will be sustained on audit, including resolution of related appeals or litigation processes, if any. The tax benefits recognized in the financialstatements from such a position should be measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimatesettlement.

Significant judgment is required in evaluating our uncertain tax positions and determining our provision for income taxes. Although we believeour reserves are reasonable, no assurance can be given that the final tax outcome of these matters will not be different from that which is reflected in ourhistorical income tax provisions and accruals. We adjust these reserves in light of changing facts and circumstances, such as the closing of a tax audit, orchanges in tax law. To the extent that the final tax outcome of these matters is different than the amounts recorded, such differences will affect theprovision for income taxes in the period in which such determination is made. The provision for income taxes includes the effect of reserve provisionsand changes to reserves that are considered appropriate, as well as the related net interest.

We have filed or are in the process of filing tax returns that are subject to audit by the respective tax authorities. Although the ultimate outcome isunknown, we believe that any adjustments that may result from tax return audits are not likely to have a material, adverse effect on our consolidatedresults of operations, financial condition or cash flows.

Business Combinations

In accordance with business combinations accounting, assets acquired and liabilities assumed, as well as any contingent consideration that may bepart of the acquisition agreement, are recorded at their respective fair values at the date of acquisition. For acquisitions that include contingentconsideration, the fair value is estimated on the acquisition date as the present value of the expected contingent payments, determined using weightedprobabilities of possible payments. We remeasure the fair value of the contingent consideration at each reporting period until the contingency isresolved. Except for measurement period adjustments, the changes in fair value are recognized in the consolidated statements of income.

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Table of ContentsIn accordance with business combinations accounting, we allocate the purchase price of acquired companies to the tangible and intangible assets

acquired and liabilities assumed, as well as to in-process research and development based on their estimated fair values. Such valuations requiremanagement to make significant estimates and assumptions, especially with respect to intangible assets. As a result of the significant judgments thatneed to be made, we obtain the assistance of independent valuation firms. We complete these assessments as soon as practical after the closing dates.Any excess of the purchase price over the estimated fair values of the identifiable net assets acquired is recorded as goodwill.

Although we believe the assumptions and estimates of fair value we have made in the past have been reasonable and appropriate, they are based inpart on historical experience and information obtained from the management of the acquired companies and are inherently uncertain and subject torefinement. Critical estimates in valuing certain assets acquired and liabilities assumed include but are not limited to: future expected cash flows fromlicense and service sales, maintenance, customer contracts and acquired developed technologies, expected costs to develop the in-process research anddevelopment into commercially viable products and estimated cash flows from the projects when completed and the acquired company’s brandawareness and discount rate. Unanticipated events and circumstances may occur that may affect the accuracy or validity of such assumptions, estimatesor actual results. As a result, during the measurement period, which may be up to one year from the acquisition date, we record adjustments to the assetsacquired and liabilities assumed with the corresponding offset to goodwill, if the changes are related to conditions that existed at the time of theacquisition. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichevercomes first, any subsequent adjustments, based on events that occurred subsequent to the acquisition date, are recorded in our consolidated statements ofincome.

We estimate the fair values of our services, hardware, software license and maintenance obligations assumed. The estimated fair values of theseperformance obligations are determined utilizing a cost build-up approach. The cost build-up approach determines fair value by estimating the costsrelated to fulfilling the obligations plus a normal profit margin.

As discussed above under “Tax Accounting”, we may establish a valuation allowance for certain deferred tax assets and estimate the value ofuncertain tax positions of a newly acquired entity. This process requires significant judgment and analysis.

Goodwill, Intangible Assets and Long-Lived Assets — Impairment Assessment

Goodwill is measured as the excess of the cost of a business acquisition over the sum of the amounts assigned to tangible and identifiableintangible assets acquired less liabilities assumed. Goodwill is subject to periodic impairment tests. Goodwill impairment is deemed to exist if the netbook value of a reporting unit exceeds its estimated fair value. The goodwill impairment test involves a two-step process. The first step, identifying apotential impairment, compares the fair value of a reporting unit with its carrying amount, including goodwill. If the carrying value of the reporting unitexceeds its fair value, the second step would need to be conducted; otherwise, no further steps are necessary as no potential impairment exists. Thesecond step, measuring the impairment loss, compares the implied fair value of the reporting unit goodwill with the carrying amount of that goodwill.Any excess of the reporting unit goodwill carrying value over the respective implied fair value is recognized as an impairment loss.

We perform an annual goodwill impairment test during the fourth quarter of each fiscal year, or more frequently if impairment indicators arepresent. We operate in one operating segment, and this segment comprises our only reporting unit. In calculating the fair value of the reporting unit, weused our market capitalization and a discounted cash flow methodology. There was no impairment of goodwill in fiscal years 2019, 2018 or 2017.

We test long-lived assets, including definite life intangible assets, for impairment in the event an indication of impairment exists. Impairmentindicators include any significant changes in the manner of our use of the

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Table of Contentsassets or the strategy of our overall business, significant negative industry or economic trends and significant decline in our share price for a sustainedperiod. If the sum of expected future cash flows (undiscounted and without interest charges) of the long-lived assets is less than the carrying amount ofsuch assets, an impairment would be recognized, and the assets would be written down to their estimated fair values, based on expected futurediscounted cash flows. There was no impairment of long-lived assets in fiscal years 2019, 2018 or 2017.

Derivative and Hedge Accounting

During fiscal years 2019, 2018 and 2017, approximately 70% to 80% of our revenue and 50% to 60% of our operating expenses weredenominated in U.S. dollars or linked to the U.S. dollar. We enter into foreign exchange forward contracts and options to hedge a significant portion ofour foreign currency net exposure resulting from revenue and expense in major foreign currencies in which we operate, in order to reduce the impact offoreign currency on our results. We also enter into foreign exchange forward contracts and options to reduce the impact of foreign currency on balancesheet items. The effective portion of changes in the fair value of forward exchange contracts and options that are classified as cash flow hedges arerecorded in other comprehensive income (loss). We estimate the fair value of such derivative contracts by reference to forward and spot rates quoted inactive markets.

Establishing and accounting for foreign exchange contracts involve judgments, such as determining the fair value of the contracts, determining thenature of the exposure, assessing its amount and timing, and evaluating the effectiveness of the hedging arrangement.

Although we believe that our estimates are accurate and meet the requirement of hedge accounting, if actual results differ from these estimates,such difference could cause fluctuation of our recorded revenue and expenses.

Accounts Receivable Reserves

The allowance for doubtful accounts is for estimated losses resulting from accounts receivable for which their collection is not reasonably assured.We evaluate accounts receivable to determine if they ultimately will be collected. Significant judgments and estimates are involved in performing thisevaluation, which we base on factors that may affect a customer’s ability and intent to pay, such as past experience, credit quality of the customer, age ofthe receivable balance and current economic conditions. If the fee is not collectible at the time the transaction is consummated, we exclude the relevantfee from the transaction price. If we estimate that our customers’ ability and intent to make payments have been impaired, additional allowances may berequired.

Within the context of these critical accounting policies, we are not currently aware of any reasonably likely events or circumstances that wouldresult in materially different amounts being reported.

Recent Accounting Standards

Please see Note 2 to our consolidated financial statements.

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Table of ContentsITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES

Directors and Senior Management

We rely on the executive officers of our principal operating subsidiaries to manage our business. In addition, Amdocs Management Limited, ourmanagement subsidiary, performs certain executive coordination functions for all of our operating subsidiaries. As of December 5, 2019, our directorsand officers were as follows:

Name Age PositionRobert A. Minicucci(1)(2) 67 Chairman of the BoardAdrian Gardner(1) 57 Director and Chairman of the Audit CommitteeJulian A. Brodsky(3) 86 DirectorJames S. Kahan(3) 72 Director and Chairman of the Nominating and Corporate Governance CommitteeRichard T.C. LeFave(1)(2)(4) 67 DirectorGiora Yaron(4) 71 Director and Chairman of the Technology and Innovation CommitteeAriane de Rothschild(3) 54 DirectorRafael de la Vega(2) 68 Director and Chairman of the Management Resources and Compensation CommitteeEli Gelman(4) 61 DirectorJohn A. MacDonald(2)(4) 66 DirectorShuky Sheffer 59 Director, President and Chief Executive OfficerTamar Rapaport-Dagim 48 Chief Financial Officer and Chief Operating OfficerRajat Raheja 50 Division President, Amdocs Development Center India Pvt. Ltd.Matthew Smith 47 Secretary; Head of Investor Relations (1) Member of the Audit Committee (2) Member of the Management Resources and Compensation Committee (3) Member of the Nominating and Corporate Governance Committee (4) Member of the Technology and Innovation Committee

Robert A. Minicucci has been Chairman of the Board of Directors of Amdocs since 2011 and a director since 1997. Mr. Minicucci joined Welsh,Carson, Anderson & Stowe, or WCAS, in 1993. Mr. Minicucci has served as a managing member of the general partners of certain funds affiliated withWCAS and has focused on the information and business services industry. Until 2003, investment partnerships affiliated with WCAS had been amongour largest shareholders. From 1992 to 1993, Mr. Minicucci served as Senior Vice President and Chief Financial Officer of First Data Corporation, aprovider of information processing and related services for credit card and other payment transactions. From 1991 to 1992, he served as Senior VicePresident and Treasurer of the American Express Company. He served for 12 years with Lehman Brothers (and its predecessors) until his resignation asa Managing Director in 1991. Mr. Minicucci is a director of one other publicly-held company, Alliance Data Systems, Inc. He is also a director ofseveral private companies. Mr. Minicucci’s career in information technology investing, including as a director of more than 20 different public andprivate companies, and his experience as chief financial officer to a public company and treasurer of another public company, have provided him withstrong business acumen and strategic and financial expertise.

Adrian Gardner has been a director of Amdocs since 1998 and is Chairman of the Audit Committee. Mr. Gardner serves as Chief OperatingOfficer of Stonehage Fleming Family & Partners Limited, an international Multi-Family Office business, since October 2019. Mr. Gardner has served asa member of the Audit & Risk Committee of Worcester College, Oxford University since May 2017. From 2016 to 2019, Mr. Gardner served as ChiefFinancial Officer of Ipes Holdings Limited, a provider of outsourced services to

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Table of Contentsprivate equity firms. From 2014 to September 2016, Mr. Gardner served as Chief Financial Officer of International Personal Finance plc, aninternational home credit business. Mr. Gardner was Chief Financial Officer and a director of RSM Tenon Group PLC, a London-based accounting andadvisory firm from 2011 until the acquisition in 2013 of its operating subsidiaries by Baker Tilly UK Holdings Limited, since renamed RSM UKLimited. Mr. Gardner was Chief Financial Officer of PA Consulting Group, a London-based business consulting firm from 2007 to 2011. Mr. Gardnerwas Chief Financial Officer and a director of ProStrakan Group plc, a pharmaceuticals company based in the United Kingdom and listed on the LondonStock Exchange, from 2002 until 2007. Prior to joining ProStrakan, he was a Managing Director of Lazard LLC, based in London, where he workedwith technology and telecommunications-related companies. Prior to joining Lazard in 1989, Mr. Gardner qualified as a chartered accountant with PriceWaterhouse (now PricewaterhouseCoopers). Mr. Gardner’s extensive experience as an accountant, technology investment banker and chief financialofficer enables him to make valuable contributions to our strategic and financial affairs.

Julian A. Brodsky has been a director of Amdocs since 2003. Since 2011, Mr. Brodsky has served as a senior advisor to Comcast Corporation.Mr. Brodsky served as a director of Comcast Corporation from 1969 to 2011, and as Vice Chairman of Comcast Corporation from 1989 to 2011. From1999 to 2004, Mr. Brodsky was Chairman of Comcast Ventures (formerly Comcast Interactive Capital, LP), a venture fund affiliated with Comcast. Heis a director of RBB Fund, Inc. Mr. Brodsky brings to our Board of Directors deep and extensive knowledge of business in general and of the cableindustry in particular gained through his longstanding executive leadership roles at Comcast, as well as financial expertise in capital markets, accountingand tax matters gained through his experience as Chief Financial Officer of Comcast and as a practicing CPA.

James S. Kahan has been a director of Amdocs since 1998 and is Chairman of the Nominating and Corporate Governance Committee. From 1983until his retirement in 2007, he worked at SBC Communications Inc., which is now AT&T, and served as a Senior Executive Vice President from 1992until 2007. AT&T is our most significant customer. Prior to joining AT&T, Mr. Kahan held various positions at several telecommunications companies,including Western Electric, Bell Laboratories, South Central Bell and AT&T Corp. Mr. Kahan also serves on the Board of Directors of Live NationEntertainment, Inc., a publicly-traded live music and ticketing entity, as well as one private company. Mr. Kahan’s long service at SBC CommunicationsInc. and AT&T, as well as his management and financial experience at several public and private companies, have provided him with extensiveknowledge of the telecommunications industry, particularly with respect to corporate development, mergers and acquisitions and business integration.

Richard T.C. LeFave has been a director of Amdocs since 2011. Since 2008, Mr. LeFave has been a Principal at D&L Partners, LLC, aninformation technology consulting firm. Mr. LeFave served as Chief Information Officer for Nextel Communications, a telecommunications company,from 1999 until its merger with Sprint Corporation in 2005, after which he served as Chief Information Officer for Sprint Nextel Corporation until 2008.From 1995 to 1999, Mr. LeFave served as Chief Information Officer for Southern New England Telephone Company, a provider of communicationsproducts and services. Mr. LeFave has held the CISO position and duties for a U.S.-based manufacturing firm and attended Harvard Business Schoolcourses in Board Compensation and Audit Committee strategies. We believe Mr. LeFave’s qualifications to sit on our board include his extensiveexperience and leadership in the information technology and telecommunications industry.

Giora Yaron has been a director of Amdocs since 2009 and is Chairman of the Technology and Innovation Committee. Dr. Yaron co-foundedItamar Medical Ltd., a publicly-traded medical technology company, and has been its co-chairman since 1997 and since 2015, served as its chairman.Dr. Yaron provides consulting services to Itamar Medical and to various other technology companies. He co-founded P-cube, Pentacom, Qumranet,Exanet and Comsys, privately-held companies sold to multinational corporations. In 2009, Dr. Yaron also co-founded Qwilt, Inc., a privately-held videotechnology company and serves as one of its directors. Dr. Yaron served as a director of Hyperwise Security, a company focused on providing acomprehensive APT protection, which was sold to Checkpoint in early 2015, serves as Chairman of the Board at Excelero (ExpressIO), a companyfocused on providing ultra-fast block storage solution and Equalum focused on streaming in real-time

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Table of Contentschanges from a variety of data bases to a unified platform for real-time Big Data Analytics. Since 2010, Dr. Yaron has been the chairman of TheExecutive Council of Tel Aviv University, an institution of higher education and a director of Ramot, which is the Tel Aviv University’s technologytransfer company until 2015. Dr. Yaron has served on the advisory board of Rafael Advanced Defense Systems, Ltd., a developer of high-tech defensesystems, since 2008, and on the advisory board of the Israeli Ministry of Defense since 2011. Dr. Yaron served from 1996 to 2006 as a member of theBoard of Directors of Mercury Interactive, a publicly-traded IT optimization software company acquired by Hewlett-Packard, including as chairmanfrom 2004 to 2006. We believe that Dr. Yaron’s qualifications to sit on our Board of Directors include his experience as an entrepreneur and the variousleadership positions he has held on the boards of directors of software and technology companies.

Baroness Ariane de Rothschild has been a director of Amdocs since January 2018. Since January 2015, she has served as the Chairwoman of theExecutive Committee of Edmond de Rothschild Group. Since 2009, Baroness de Rothschild has served as the vice-president of Edmond de RothschildGroup’s supervisory board and has also served as the vice-president of the Edmond de Rothschild Holding SA since 1999. Baroness de Rothschild nowholds various board positions across Holding Benjamin & Edmond de Rothschild Pregny, Compagnie Benjamin de Rothschild Conseil S.A., Siaci Saint-Honoré Insurance Broker, and Barons and Baronne Associés. We believe Baroness de Rothschild’s qualifications to sit on our Board of Directorsinclude her strong financial and banking expertise and her international business experience.

Rafael de la Vega has been a director of Amdocs since January 2018 and is Chairman of the Management Resources and CompensationCommittee. Since 2017, he has served as the Chairman and Founder of the De La Vega Group, a consultancy and advisory services firm. From February2016 to December 2016, Mr. de la Vega served as the Vice Chairman of AT&T Inc. and CEO of Business Solutions & International. From 2014 to 2016Mr. de la Vega served as President and CEO of AT&T Mobile and Business Solutions and from 2007 to 2014 he served as the President and CEO ofAT&T Mobility. Mr. de la Vega also held various positions at several telecommunications companies, including Cingular Wireless and Bell South LatinAmerica. During his time at Cingular Wireless, he was responsible for the integration of AT&T Wireless and Cingular Wireless. He also serves on theboards of American Express Company and New York Life Insurance Company. He served on the Executive Committee of the Boy Scouts of Americauntil May 2018 and served as Chairman of the 2017 Boy Scouts Jamboree. He is the former Chairman of Junior Achievement Worldwide and continuesto serve on its board of directors. In June of 2018, Mr. de la Vega joined as the Vice Chairman of the Board of Directors of Ubicquia LLC. In Septemberof 2018 he joined the Board of Advisors of RapidSOS. Mr. de la Vega also recently joined Forté Ventures as a Limited Partner. We believe Mr. de laVega’s qualifications to sit on our Board of Directors includes his extensive experience and leadership in the telecommunications industry.

Eli Gelman has been a director of Amdocs since 2002. Since January 2019 Mr. Gelman serves as the chairman of the Executive Council of TelAviv University. Mr. Gelman served as our President and Chief Executive Officer from 2010 to September 30, 2018. From 2010 until 2013, Mr. Gelmanserved as a director of Retalix, a global software company, and during 2010, he also served as its Chairman. From 2008 to 2010, Mr. Gelman devotedhis time to charitable matters focused on youth education. He served as Executive Vice President of Amdocs Management Limited from 2002 until 2008and as our Chief Operating Officer from 2006 until 2008. Prior to 2002, he was a Senior Vice President, where he headed our U.S. sales and marketingoperations and helped spearhead our entry into the customer care and billing systems market. Before that, Mr. Gelman was an account manager for ourmajor European and North American installations, and has led several major software development projects. Before joining Amdocs, Mr. Gelman wasinvolved in the development of real-time software systems for communications networks and software projects for NASA. Mr. Gelman’s qualificationsto serve on our Board of Directors include his more than two decades of service to Amdocs and its customers, including as our Chief Operating Officerand President and Chief Executive Officer. With more than 30 years of experience in the software industry, he possesses a vast institutional knowledgeand strategic understanding of our organization and industry.

John A. MacDonald has been a director of Amdocs since 2019. Mr. MacDonald is an experienced senior executive who has worked at some ofCanada’s largest technology organizations and serves as a board member

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Table of Contentsof Rogers Communications Inc. and BookJane Inc. From 2003 to 2008, Mr. MacDonald served as the President, Enterprise Division of MTS Allstream.Before that, between 2002 to 2003, Mr. MacDonald was a President and Chief Operating Officer AT&T Canada. AT&T Canada was re-brandedAllstream in 2003 and was subsequently acquired by MTS the following year. In 1994 Mr. MacDonald joined Bell Canada as its Chief TechnologyOfficer and retired from Bell Canada in 1999 as its President and Chief Operating Officer. From 1977 to 1994 Mr. MacDonald worked at NBTel, wherehe became Chief Executive Officer in 1994. We believe Mr. MacDonald’s qualifications to sit on our Board of Directors includes his extensiveexperience and leadership in the telecommunications industry.

Shuky Sheffer is a director and has been our President and Chief Executive Officer since October 1, 2018. Mr. Sheffer previously served as SeniorVice President and President of the Global Business Group from October 2013 to September 30, 2018. Mr. Sheffer served as Chief Executive Officer ofRetalix Ltd., a global software company, from 2009 until its acquisition by NCR Corporation in 2013. Following the acquisition, he served as a GeneralManager of Retalix through September 2013. From 1986 to 2009, Mr. Sheffer served at various managerial positions at Amdocs, most recently asPresident of the Emerging Markets Divisions.

Tamar Rapaport-Dagim has been our Chief Financial Officer since 2007, and our Chief Operating Officer since October 1, 2018. Ms. Rapaport-Dagim served as our Vice President of Finance from 2004 until 2007. Prior to joining Amdocs, from 2000 to 2004, Ms. Rapaport-Dagim was the ChiefFinancial Officer of Emblaze, a provider of multimedia solutions over wireless and IP networks. She has also served as controller of Teledata Networks(formerly a subsidiary of ADC Telecommunications) and has held various finance management positions in public accounting.

Rajat Raheja has been our Division President for India operations since February 2016. Mr. Raheja has close to 23 years of experience and mostrecently served as Director, Global Services at Deloitte Consulting. Prior to joining Amdocs, Mr. Raheja held leadership positions in DeloitteConsulting, Arthur Andersen, PricewaterhouseCoopers and Tata Telecom.

Matthew Smith has been Secretary of Amdocs Limited since January 2015. Mr. Smith joined Amdocs in October 2012 as Director of InvestorRelations and has been Head of Investor Relations since January 2014. Prior to joining Amdocs, from April 2006 to August 2012, Mr. Smith was aresearch director at A.I. Capital Management, a hedge fund, where he covered many sectors, including the technology sub-sectors of IT hardware,semiconductors, software and IT services. From April 2001 to April 2006, Mr. Smith was an equity analyst at CIBC World Markets (now OppenheimerCo.).

Compensation

During fiscal 2019, each of our directors who was not our employee, or Non-Employee Directors, received compensation for their services asdirectors in the form of cash and restricted shares. Each Non-Employee Director received an annual cash payment of $80,000. Each member of ourAudit Committee who is a Non- Employee Director and who is not the chairman of such committee received an annual cash payment of $30,000. Eachmember of our Management Resources and Compensation Committee who is a Non-Employee Director and who is not a committee chairman receivedan annual cash payment of $20,000. Each member of our Nominating and Corporate Governance and Technology and Innovation Committees who is aNon-Employee Director and who is not a committee chairman received an annual cash payment of $15,000. The Chairman of our Audit Committeereceived an annual cash payment of $42,500 and the Chairman of our Management Resources and Compensation Committee received an annual cashpayment of $32,500. The Chairmen of our Nominating and Corporate Governance and Technology and Innovation Committees each received an annualcash payment of $27,500. Each Non-Employee Director received an annual grant of restricted shares at a total value of $245,000. The Chairman of theBoard of Directors received an additional annual amount equal to $200,000 awarded in the form of restricted shares. The restricted share awards to ourNon-Employee Directors vest quarterly. The price per share for the purpose of determining the value of the grants to our Non-Employee

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Table of ContentsDirectors was the Nasdaq closing price of our shares on the last trading day preceding the grant date. We also reimburse all of our Non-EmployeeDirectors for their reasonable travel expenses incurred in connection with attending Board or committee meetings. Cash compensation paid to ourNon-Employee Directors is prorated for partial year service.

A total of 16 persons who served either as directors or officers of Amdocs during all or part of fiscal 2019 received remuneration from Amdocs.The aggregate remuneration paid or accrued by us to such persons in fiscal 2019 was approximately $5.4 million, compared to $7 million in each offiscal 2018 and fiscal 2017, respectively, which includes amounts set aside or accrued to provide cash bonuses, pension, retirement or similar benefits,but does not include amounts expended by us for automobiles made available to such persons, expenses (including business travel, professional andbusiness association dues) or other fringe benefits. During fiscal 2019, we granted to such persons options to purchase an aggregate of 176,757 ordinaryshares at a weighted average price of $66.05 per share with vesting generally over four-year terms and expiring ten years from the date of grant, and anaggregate of 127,802 restricted shares typically subject to three to four-year vesting and often times, achievement of certain performance thresholds, andin the case of our directors, subject to quarterly vesting. All options and restricted share awards were granted pursuant to our 1998 Stock Option andIncentive Plan, as amended. See discussion below — “Share Ownership — Employee Stock Option and Incentive Plan.”

Board Practices

Eleven directors currently serve on our Board of Directors, ten of whom were elected at our annual meeting of shareholders on January 31, 2019,and one director, Mr. John A. MacDonald, elected by the Board of Directors on August 5, 2019. All directors hold office until the next annual meeting ofour shareholders, which generally is in January or February of each calendar year, or until their respective successors are duly elected and qualified ortheir positions are earlier vacated by resignation or otherwise. In August 2017, the Board of Directors established a mandatory retirement age of 73 fordirectors. No person of or over the age of 73 years shall be nominated or elected to start a new term as director, unless the Chairman of the Board ofDirectors recommends to the Board of Directors, and the Board of Directors determines, to waive the retirement age for a specific director inexceptional circumstances. Once the waiver is granted, it must be renewed annually for it to stay in effect. Julian A. Brodsky was granted a waiver tocontinue as director past the age of 73 years in fiscal year 2019 in light of Mr. Brodsky’s vast experience in the Multiple System Operators (“MSO”)market which is in the midst of a major modernization cycle. Other than the employment agreement between us and our President and Chief ExecutiveOfficer, which provides for immediate cash severance upon termination of employment, there are currently no service contracts in effect between us andany of our directors providing for immediate cash severance upon termination of their employment. Mr. Julian Brodsky will retire from our Board ofDirectors on January 31, 2020 and will serve as “director emeritus” and provide us certain advisory services, see “Item 7. Major Shareholders andRelated Party Transactions — Related Party Transactions.”

Board Committees

Our Board of Directors maintains four committees as set forth below. Members of each committee are appointed by the Board of Directors.

The Audit Committee reviews, acts on and reports to the Board of Directors with respect to various auditing and accounting matters, including theselection of our independent registered public accounting firm, the scope of the annual audits, fees to be paid to, and the performance of, such publicaccounting firm, and assists with the Board of Directors’ oversight of our accounting practices, financial statement integrity and compliance with legaland regulatory requirements, including establishing and maintaining adequate internal control over financial reporting, risk assessment and riskmanagement. The current members of our Audit Committee are Messrs. Gardner (Chair), LeFave and Minicucci, all of whom are independent directors,as defined by the rules of Nasdaq, and pursuant to the categorical director independence standards adopted by our Board of Directors. The Board ofDirectors has determined that Mr. Gardner is an “audit committee financial expert” as defined by rules

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Table of Contentspromulgated by the SEC, and that each member of the Audit Committee is financially literate as required by the rules of Nasdaq. In particular, webelieve that the professional experiences of Messrs. Gardner, LeFave and Minicucci provide important insights into their work on the Audit Committee.For example, we believe Mr. Gardner’s extensive experience as an accountant, technology investment banker and chief financial officer enables him tomake valuable contributions to the Committee. In addition, we believe that Mr. LeFave’s experience as a seasoned Fortune 500 CIO and CISO for over5 years provides a foundation of cyber awareness to the Audit Committee and also believe that Mr. LeFave’s post-graduate training at Harvard BusinessSchool in Audit Committee and Board compensation best practices provides valuable contributions to the Committee. Similarly, we believe that Mr.Minucucci’s experience as chief financial officer to a public company and treasurer of another public company have provided him with strong businessacumen and strategic and financial expertise that benefits the Committee. The Audit Committee written charter is available on our website atwww.amdocs.com.

The Nominating and Corporate Governance Committee identifies individuals qualified to become members of our Board of Directors,recommends to the Board of Directors the persons to be nominated for election as directors at the annual general meeting of shareholders, develops andmakes recommendations to the Board of Directors regarding our corporate governance principles and oversees the evaluations of our Board ofDirectors. The current members of the Nominating and Corporate Governance Committee are Messrs. Kahan (Chair), Brodsky and Baroness deRothschild, all of whom are independent directors, as required by the Nasdaq listing standards, and pursuant to the categorical director independencestandards adopted by our Board of Directors. The Nominating and Corporate Governance Committee written charter is available on our website atwww.amdocs.com. The Nominating and Corporate Governance Committee has approved corporate governance guidelines that are also available on ourwebsite at www.amdocs.com.

The Management Resources and Compensation Committee discharges the responsibilities of our Board of Directors relating to the compensationof the Chief Executive Officer of Amdocs Management Limited, makes recommendations to our Board of Directors with respect to the compensation ofour other executive officers and oversees management succession planning for the executive officers of the Company. The current members of ourManagement Resources and Compensation Committee are Messrs. De la Vega (Chair), LeFave, Minicucci and MacDonald, all of whom areindependent directors, as defined by the rules of Nasdaq, and pursuant to the categorical director independence standards adopted by our Board ofDirectors. The Management Resources and Compensation Committee written charter is available on our website at www.amdocs.com.

The Technology and Innovation Committee was established to assist the Board of Directors in reviewing our technological development,opportunities and innovation, in connection with the current and future business and markets. The current members of our Technology and InnovationCommittee are Dr. Yaron (Chair), Gelman, LeFave and MacDonald.

Our non-employee directors receive no compensation from us, except in connection with their membership on the Board of Directors and itscommittees as described above regarding Non-Employee Directors under “— Compensation.”

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Table of ContentsWorkforce Personnel

The following table presents the approximate average number of our workforce for each of the fiscal years indicated, by function and bygeographical location (in each of which we operate at multiple sites):

Fiscal Year, 2019 2018 2017

Software and Information Technology, Sales and Marketing Americas 5,409 5,598 5,606 EMEA 6,063 6,306 6,408 APAC 11,472 10,851 10,650

22,944 22,755 22,664 Management and Administration 1,572 1,626 1,573 Total Workforce 24,516 24,381 24,237

As a company with global operations, we are required to comply with various labor and immigration laws throughout the world. Our employees in

certain countries of Europe, and to a limited extent in Canada and Brazil, are protected by mandatory collective bargaining agreements. To date,compliance with such laws has not been a material burden for us. As the number of our employees increases over time in specific countries, ourcompliance with such regulations could become more burdensome.

Our principal operating subsidiaries are not party to any collective bargaining agreements. However, our Israeli subsidiaries are subject to certainprovisions of general extension orders issued by the Israeli Ministry of Labor and Welfare which derive from various labor related statutes. The mostsignificant of these provisions provide for mandatory pension benefits and wage adjustments in relation to increases in the consumer price index, or CPI.The amount and frequency of these adjustments are modified from time to time.

A small number of our employees in Canada and Bulgaria, our employees in Brazil and our employees in Chile have union representation. Wealso have an affiliation with a non-active union in Mexico. We have a works council body in the Netherlands and Germany which represents theemployees and with which we work closely to ensure compliance with the applicable local law. We also have an employee representative body inFrance, Hungary and in Finland.

In recent years, Israeli labor unions have increased their efforts to organize workers at companies with significant operations in Israel, includingseveral companies in the technology sector. In addition, a national union and a group of our employees had attempted to secure the approval of theminimum number of employees needed for union certification with respect to our employees in Israel. While these efforts have not resulted in eithergroup being recognized as a representative union, we cannot be certain there will be no such efforts in the future. In the event an organization isrecognized as a representative union for our employees in Israel, we would be required to enter into negotiations to implement a collective bargainingagreement. See “Risk Factors — The skilled and highly qualified workforce that we need to develop, implement and modify our solutions may bedifficult to hire, train and retain, and we could face increased costs to attract and retain our skilled workforce.”

We consider our relationship with our employees to be good and have never experienced an organized labor dispute, strike or work stoppage.

Share Ownership

Security Ownership of Directors and Senior Management and Certain Key Employees

As of December 5, 2019, the aggregate number of our ordinary shares beneficially owned by our directors and executive officers was 2,413,335shares. As of December 5, 2019, none of our directors or members of senior management beneficially owned 1% or more of our outstanding ordinaryshares.

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Table of ContentsBeneficial ownership by a person, as of a particular date, assumes the exercise of all options and warrants held by such person that are currently

exercisable or are exercisable within 60 days of such date.

Stock Option and Incentive Plan

Our Board of Directors adopted, and our shareholders approved, our 1998 Stock Option and Incentive Plan, as amended, which we refer to as theEquity Incentive Plan, pursuant to which up to 67,550,000 of our ordinary shares may be issued.

The Equity Incentive Plan provides for the grant of restricted shares, stock options and other stock-based awards to our directors, officers,employees and consultants. The purpose of the Equity Incentive Plan is to enable us to attract and retain qualified personnel and to motivate suchpersons by providing them with an equity participation in Amdocs. As of September 30, 2019, of the 67,550,000 ordinary shares available for issuanceunder the Equity Incentive Plan, 55,555,012 ordinary shares had been issued as a result of option exercises and restricted share issuances. As ofSeptember 30, 2019, 5,053,813 ordinary shares remained available for future grants, subject to a sublimit applicable to the award of restricted shares orawards dominated in stock units. As of December 5, 2019, there were outstanding options to purchase an aggregate of 6,962,052 ordinary shares atexercise prices ranging from $27.47 to $69.30 per share and 105,393 shares are subject to outstanding restricted stock units.

The Equity Incentive Plan is administered by a committee of our Board of Directors, which determines the terms of awards for directors,employees and consultants as well as the manner in which awards may be made subject to the terms of the Equity Incentive Plan. The Board ofDirectors may amend or terminate the Equity Incentive Plan, provided that shareholder approval is required to increase the number of ordinary sharesavailable under the Equity Incentive Plan, to materially increase the benefits accruing to participants, to change the class of employees eligible forparticipation, to decrease the basis upon which the minimum exercise price of options is determined or to extend the period in which awards may begranted or to grant an option that is exercisable for more than ten years. Ordinary shares subject to restricted stock awards are subject to certainrestrictions on sale, transfer or hypothecation. Under its terms, no awards may be granted pursuant to the Equity Incentive Plan after January 28, 2025.

ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS

Major Shareholders

The following table sets forth specified information with respect to the beneficial ownership of the ordinary shares as of December 5, 2019 of(i) any person known by us to be the beneficial owner of more than 5% of our ordinary shares, and (ii) all of our directors and executives officers as agroup. Beneficial ownership is determined in accordance with the rules of the SEC and, unless otherwise indicated, includes voting and investmentpower with respect to all ordinary shares, subject to community property laws, where applicable. The number of ordinary shares used in calculating thepercentage beneficial ownership included in the table below is based on 134,737,409 ordinary shares outstanding as of December 5, 2019, net of sharesheld in treasury. Information concerning shareholders other than our directors and officers is based on periodic public filings made by such shareholdersand may not necessarily be accurate as of December 5, 2019. None of our major shareholders have voting rights that are different from those of anyother shareholder.

Name

SharesBeneficially

Owned PercentageOwnership

FMR LLC(1) 18,209,168 13.5%Janus Henderson Group plc(2) 7,616,644 5.7%All directors and officers as a group (14 persons)(3) 2,413,335 1.8%

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(1) Based on a Schedule 13G/A filed by FMR LLC, or FMR, with the SEC on February 13, 2019, as of December 31, 2018, FMR had sole power tovote or direct the vote over 1,444,363 shares and sole power to dispose or direct the disposition of 18,209,168 shares. Edward C. Johnson 3d is aDirector and the Chairman of FMR and Abigail P. Johnson is a Director, the Vice Chairman, the Chief Executive Officer and the President ofFMR. Members of the family of Edward C. Johnson 3d, including Abigail P. Johnson, directly or through trusts, own approximately 49% of thevoting power of FMR. The address of FMR is 245 Summer Street, Boston, Massachusetts 02210.

(2) Based on a Schedule 13G/A filed by Janus Henderson Group plc, or Janus Henderson, with the SEC on February 11, 2019, as of December 31,2018, Janus had an indirect 97.11% ownership stake in IntechInvestment Management LLC (“Intech”) and a 100% ownership stake in JanusCapital Management LLC (“Janus Capital”), Perkins Investment Management LLC (“Perkins”), Geneva Capital Management LLC (“Geneva”),Henderson Global Investors Limited (“HGIL”), Janus Henderson Investors Australia Institutional Funds Management Limited (“HGIAIFML”)and Henderson Global Investors North America Inc. (“HGINA”), (each an “Asset Manager” and collectively as the “Asset Managers”). Due to theabove ownership structure, holdings for the Asset Managers are aggregated for purposes of this filing. Each Asset Manager is an investmentadviser registered or authorized in its relevant jurisdiction and each furnishing investment advice to various fund, individual and/or institutionalclients (collectively referred to herein as “Managed Portfolios”). As a result of its role as investment adviser or sub-adviser to the ManagedPortfolios, Janus Capital may be deemed to be the beneficial owner of 7,482,934 shares or 5.3% of the shares outstanding of Amdocs CommonStock held by such Managed Portfolios. However, Janus Capital does not have the right to receive any dividends from, or the proceeds from thesale of, the securities held in the Managed Portfolios and disclaims any ownership associated with such rights. As a result of its role as investmentadviser or sub-adviser to the Managed Portfolios, Intech may be deemed to be the beneficial owner of 18,831 shares or 0.0% of the sharesoutstanding of Amdocs Common Stock held by such Managed Portfolios. However, Intech does not have the right to receive any dividends from,or the proceeds from the sale of, the securities held in the Managed Portfolios and disclaims any ownership associated with such rights. As a resultof its role as investment adviser or sub-adviser to the Managed Portfolios, JCIL may be deemed to be the beneficial owner of 95,600 shares or0.1% of the shares outstanding of Amdocs Common Stock held by such Managed Portfolios. However, JCIL does not have the right to receive anydividends from, or the proceeds from the sale of, the securities held in the Managed Portfolios and disclaims any ownership associated with suchrights. The address of Janus Henderson is 201 Bishopsgate EC2M 3AE, United Kingdom.

(3) Includes options held by such directors and executive officers that are exercisable within 60 days after December 5, 2019. As of such date, none ofour directors or executive officers beneficially owned 1% or more of our outstanding ordinary shares.

As of December 5, 2019, our ordinary shares were held by 1,741 record holders. Based on a review of the information provided to us by our

transfer agent, 798 record holders, holding approximately 89% of our outstanding ordinary shares held of record, were residents of the United States.

Related Party Transactions

Mr. Julian Brodsky will retire from our Board of Directors on January 31, 2020. We will enter into an agreement with Mr. Brodsky pursuant towhich Mr. Brodsky will serve as “director emeritus” and provide us certain advisory services, and we will pay Mr. Brodsky an annual total paymentequal to $255,000 in equity and $80,000 in cash.

ITEM 8. FINANCIAL INFORMATION

Financial Statements

See “Financial Statements” for our audited Consolidated Financial Statements and Financial Statement Schedule filed as part of this AnnualReport.

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Table of ContentsLegal Proceedings

We are involved in various legal claims and proceedings arising in the normal course of our business. We accrue for a loss contingency when wedetermine that it is probable, after consultation with counsel, that a liability has been incurred and the amount of such loss can be reasonably estimated.At this time, we believe that the results of any such contingencies, either individually or in the aggregate, will not have a material adverse effect on ourfinancial position, results of operations or cash flows.

Since 2014, we have been defending a lawsuit against certain of our subsidiaries in the U.S. District Court in Oregon alleging breach of contractand trade secret misappropriation. According to the suit, we improperly utilized information received in connection with our electronic paymentprocessing solution, which is one of several components of our mobile financial services offerings. During fiscal year 2016, the District Court deniedour motions to dismiss and to compel arbitration with respect to certain of the claims, and the proceedings continued. The District Court scheduled atentative jury trial date for late October 2018. We filed a motion for summary judgment with the District Court during fiscal year 2018 and the DistrictCourt partially granted the motion with respect to two trade secrets. In October 2018, while continuing to deny the plaintiff’s allegations, we entered intoa settlement agreement with the plaintiff, which included a $50 million settlement payment by us, in consideration for a mutual release of each party andits respective customers with no admission of liability or fault. As a result of the settlement, the lawsuit was dismissed with prejudice on November 13,2018. During fiscal year 2019 we paid the settlement amount of $50 million and $5 million in legal and other fees which were accrued as ofSeptember 30, 2018.

Certain of our subsidiaries are currently in a dispute with a state-owned telecom enterprise in Ecuador, which appears to have politicalaspects. Our counterparty has claimed monetary damages. The dispute is over contracts, under which we were providing certain services, which havebeen terminated by the counterparty in connection with such dispute and which are under scrutiny by certain local governmental authorities. We believewe have solid arguments and vigorously defending our rights. To date, however, such defense efforts, including motions alleging constitutional defects,have encountered a dismissive approach by the Ecuadorian Courts, with reasoning that we believe is inconsistent with applicable law. We are unable toreasonably estimate the ultimate outcome of the above dispute.

Dividend Policy

Please refer to “Liquidity and Capital Resources — Cash Dividends” for a discussion of our dividend policy.

ITEM 9. THE OFFER AND LISTING

On December 19, 2013, we voluntarily withdrew our ordinary shares from the New York Stock Exchange and transferred our listing to the NasdaqGlobal Select Market (“Nasdaq”) and commenced trading on Nasdaq on December 20, 2013. Our ordinary shares were quoted on the New York StockExchange (“NYSE”) from 1998 to 2013 under the symbol “DOX” and are now quoted on Nasdaq under the same symbol.

ITEM 10. ADDITIONAL INFORMATION

Memorandum and Articles of Incorporation

Amdocs Limited is registered as a company with limited liability pursuant to the laws of the Island of Guernsey with company number 19528 andwhose registered office situated at Hirzel House, Smith Street, St Peter Port, Guernsey, GY1 2NG. The telephone number at that location is+44-1481-728444.

Our Memorandum of Incorporation, or the Memorandum, provides that the objects and powers of Amdocs Limited are not restricted and ourArticles of Incorporation, or the Articles, provide that our business is to engage in any lawful act or activity for which companies may be organizedunder the Companies (Guernsey) Law, 2008, as amended, or the Companies Law.

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Table of ContentsThe Articles grant the Board of Directors all the powers necessary for managing, directing and supervising the management of the business and

affairs of Amdocs Limited.

Article 70(1) of the Articles provides that a director may vote in respect of any contract or arrangement in which such director has an interestnotwithstanding such director’s interest and an interested director will not be liable to us for any profit realized through any such contract orarrangement by reason of such director holding the office of director. Article 71(1) of the Articles provides that the directors shall be paid out of thefunds of Amdocs Limited by way of fees such sums as the Board shall reasonably determine. Article 73 of the Articles provides that directors mayexercise all the powers of Amdocs Limited to borrow money, and to mortgage or charge its undertaking, property and uncalled capital or any partthereof, and to issue securities whether outright or as security for any debt, liability or obligation of Amdocs Limited for any third party. Such borrowingpowers can only be altered through an amendment to the Articles by special resolution. Our Memorandum and Articles do not impose a requirement onthe directors to own shares of Amdocs Limited in order to serve as directors, however, the Board of Directors has adopted guidelines for minimum shareownership by the directors.

The Board of Directors is authorized to issue a maximum of (i) 25,000,000 preferred shares and (ii) 700,000,000 ordinary shares, consisting ofvoting and non-voting ordinary shares without further shareholder approval. As of September 30, 2019, 134,773,123 ordinary shares were outstanding(net of treasury shares) and no non-voting ordinary shares or preferred shares were outstanding. The rights, preferences and restrictions attaching to eachclass of the shares are set out in the Memorandum and Articles and are as follows:

Preferred Shares

• Issue — the preferred shares may be issued from time to time in one or more series of any number of shares up to the amount authorized.

• Authorization to Issue Preferred Shares — authority is vested in the directors from time to time to authorize the issue of one or more series

of preferred shares and to provide for the designations, powers, preferences and relative participating, optional or other special rights andqualifications, limitations or restrictions thereon.

• Relative Rights — all shares of any one series of preferred shares must be identical with each other in all respects, except that shares of any

one series issued at different times may differ as to the dates from which dividends shall accrue.

• Liquidation — in the event of any liquidation, dissolution or winding-up of Amdocs Limited, the holders of preferred shares are entitled to apreference with respect to payment over the holders of any shares ranking junior to the preferred in liquidation at the rate fixed in anyresolution or resolutions adopted by the directors in such case plus an amount equal to all dividends accumulated to the date of finaldistribution to such holders. Except as provided in the resolution or resolutions providing for the issue of any series of preferred shares, theholders of preferred shares are entitled to no further payment. If upon any liquidation our assets are insufficient to pay in full the amountstated above, then such assets shall be distributed among the holders of preferred shares ratably in accordance with the respective amountsuch holder would have received if all amounts had been paid in full.

• Voting Rights — except as otherwise provided for by the directors upon the issue of any new series of preferred shares, the holders of

preferred shares have no right or power to vote on any question or in any proceeding or to be represented at, or to receive notice of, anymeeting of shareholders.

Ordinary Shares and Non-Voting Ordinary Shares

Except as otherwise provided by the Memorandum and Articles, the ordinary shares and non-voting ordinary shares are identical and entitleholders thereof to the same rights and privileges.

• Dividends — when and as dividends are declared on our shares, the holders of voting ordinary shares and non-voting shares are entitled toshare equally, share for share, in such dividends except that if

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dividends are declared that are payable in voting ordinary shares or non-voting ordinary shares, dividends must be declared that are payableat the same rate in both classes of shares.

• Conversion of Non-Voting Ordinary Shares into Voting Ordinary Shares — upon the transfer of non-voting ordinary shares from the original

holder thereof to any third party not affiliated with such original holder, non-voting ordinary shares are redesignated in our books as votingordinary shares and automatically convert into the same number of voting ordinary shares.

• Liquidation — upon any liquidation, dissolution or winding-up, any assets remaining after creditors and the holders of any preferred shares

have been paid in full shall be distributed to the holders of voting ordinary shares and non-voting ordinary shares equally share for share. • Voting Rights — the holders of voting ordinary shares are entitled to vote on all matters to be voted on by the shareholders, and the holders

of non-voting ordinary shares are not entitled to any voting rights. • Preferences — the voting ordinary shares and non-voting ordinary shares are subject to all the powers, rights, privileges, preferences and

priorities of the preferred shares as are set out in the Articles.

As regards both preferred shares and voting and non-voting ordinary shares, we have the power to purchase any of our own shares, whether or notthey are redeemable and may make a payment out of capital for such purchase. If we repurchase shares off market, the repurchase must be approved byspecial resolution of our shareholders. If we are making a market acquisition of our own shares, the acquisition must be approved by an ordinaryresolution of our shareholders. In practice, we expect that we would continue to effect any future repurchases of our ordinary shares through oursubsidiaries.

The Articles now provide that our directors, officers and other agents will be indemnified by us from and against all liabilities to Amdocs Limitedor third parties (including our shareholders) sustained in connection with their performance of their duties, except to the extent prohibited by theCompanies Law. Under the Companies Law, Amdocs Limited may not indemnify a director for certain excluded liabilities, which are:

• fines imposed in criminal proceedings; • regulatory fines; • expenses incurred in defending criminal proceedings resulting in a conviction; • expenses incurred in defending civil proceedings brought by Amdocs Limited or an affiliated company in which judgment is rendered

against the director; and • expenses incurred in unsuccessfully seeking judicial relief from claims of a breach of duty.

In addition to the excluded liabilities listed above, directors may also not be indemnified by us for liabilities to us or any of our subsidiaries arisingout of negligence, default, breach of duty or breach of trust of a director in relation to us or any of our subsidiaries. The Companies Law authorizesGuernsey companies to purchase insurance against such liabilities to companies or to third parties for the benefit of directors. We currently maintainsuch insurance. Judicial relief is available for an officer charged with a neglect of duty if the court determines that such person acted honestly andreasonably, having regard to all the circumstances of the case.

There are no provisions in the Memorandum or Articles that provide for a classified board of directors or for cumulative voting for directors.

If the share capital is divided into different classes of shares, Article 11 of the Articles provides that the rights attached to any class of shares(unless otherwise provided by the terms of issue) may be varied with the consent in writing of the holders of three-fourths of the issued shares of thatclass or with the sanction of a special resolution of the holders of the shares of that class.

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Table of ContentsA special resolution is defined by the Companies Law as being a resolution passed by a majority of shareholders representing not less than 75% of

the total voting rights of the shareholders present in person or by proxy.

Rather than attend general or special meetings of our shareholders, shareholders may confer voting authority by proxy to be represented at suchmeetings. Generally speaking, proxies will not be counted as voting in respect of any matter as to which abstention is indicated, but abstentions will becounted as ordinary shares that are present for purposes of determining whether a quorum is present at a general or special meeting. Nominees who aremembers of NYSE and who, as brokers, hold ordinary shares in “street name” for customers have, by NYSE rules, the authority to vote on certain itemsin the absence of instructions from their customers, the beneficial owners of the ordinary shares. If such nominees or brokers indicate that they do nothave authority to vote shares as to a particular matter, we will not count those votes in favor of such matter, however, such “broker non-votes” will becounted as ordinary shares that are present for purposes of determining whether a quorum is present.

Provisions in respect of the holding of general meetings and extraordinary general meetings are set out at Articles 22-41 of the Articles. TheArticles provide that an annual general meeting must be held once in every calendar year (provided that not more than 15 months have elapsed since thelast such meeting) at such time and place as the directors appoint. The shareholders of the Company may waive the requirement to hold an annualgeneral meeting in accordance with the Companies Law. The directors may, whenever they deem fit, convene an extraordinary general meeting. Generalmeetings may be convened by any shareholders holding more than 10% in the aggregate of Amdocs Limited’s share capital. Shareholders mayparticipate in general meetings by video link, telephone conference call or other electronic or telephonic means of communication.

A minimum of ten days’ written notice is required in connection with an annual general meeting and a minimum of 14 days’ written notice isrequired for an extraordinary general meeting, although a general meeting may be called by shorter notice if all shareholders entitled to attend and voteagree. The notice shall specify the place, the day and the hour of the meeting, and in the case of any special business, the general nature of that businessand details of any special resolutions, waiver resolutions or unanimous resolutions being proposed at the meeting. The notice must be sent to everyshareholder and every director and may be published on a website.

At general meetings, the Chairman of the Board may choose whether a resolution put to a vote shall be decided by a show of hands or by a poll.However, a poll may be demanded by not less than five shareholders having the right to vote on the resolution or by shareholders representing not lessthan 10% of the total voting rights of all shareholders having the right to vote on the resolution.

A shareholder is entitled to appoint another person as his proxy to exercise all or any of his rights to attend and to speak and vote at a meeting ofAmdocs Limited.

Amdocs Limited may pass resolutions by way of written resolution.

There are no limitations on the rights to own securities, including the rights of non-resident or foreign shareholders to hold or exercise votingrights on the securities.

There are no provisions in the Memorandum or Articles that would have the effect of delaying, deferring or preventing a change in control ofAmdocs Limited or that would operate only with respect to a merger, acquisition or corporate restructuring involving us (or any of our subsidiaries).

There are no provisions in the Memorandum or Articles governing the ownership threshold above which our shareholder ownership must bedisclosed. U.S. federal law, however, requires that all directors, executive officers and holders of 10% or more of the stock of a company that has a classof stock registered under the Securities Exchange Act of 1934, as amended (other than a foreign private issuer, such as Amdocs Limited), disclose suchownership. In addition, holders of more than 5% of a registered equity security of a company (including a foreign private issuer) must disclose suchownership.

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Table of ContentsThe directors may reduce our share capital or any other capital subject to us satisfying the solvency requirements set out in the Companies Law.

Material Contracts

In December 2017, we entered into an Amended and Restated Credit Agreement among us, certain of our subsidiaries, the lenders from time totime party thereto, JPMorgan Chase Bank, N.A., as administrative agent, J.P. Morgan Europe Limited, as London agent, and JPMorgan Chase Bank,N.A., Toronto branch, as Canadian agent, providing for an unsecured $500 million five-year revolving credit facility with a syndicate of banks. Thefacility is available for general corporate purposes, including acquisitions and repurchases of our ordinary shares that we may consider from time totime, and has a maturity date in December 2022. The Amended and Restated Credit Agreement replaces our Credit Agreement, dated as ofDecember 12, 2014, by and among us, certain of our subsidiaries, JPMorgan Chase Bank, N.A., as administrative agent, J.P. Morgan Europe Limited, asLondon agent, and JPMorgan Chase Bank, N.A., Toronto branch, as Canadian agent. A copy of the Amended and Restated Credit Agreement isincluded as Exhibit 4.c to this Annual Report.

In February 2017, we entered into a Master Services Agreement with AT&T Services, Inc., which replaces in its entirety the Software andProfessional Services that we entered into with AT&T Services, Inc. effective August 7, 2003. The agreement provides that Amdocs will providesoftware and services to AT&T as specified therein and remains in effect until September 30, 2021. A copy of the Master Services Agreement isincluded as Exhibit 4.a.1 to this Annual Report.

In the past two years, we have not entered into any material contracts other than contracts entered into in the ordinary course of our business.

Taxation

Taxation of the Company

The following is a summary of certain material tax considerations relating to Amdocs and our subsidiaries. To the extent that the discussion isbased on tax legislation that has not been subject to judicial or administrative interpretation, there can be no assurance that the views expressed in thediscussion will be accepted by the tax authorities in question. The discussion is not intended, and should not be construed, as legal or professional taxadvice and is not exhaustive of all possible tax considerations.

General

Our effective tax rate was 15.6% for fiscal 2019, compared to 15.9% for fiscal 2018 and 14.8% for fiscal 2017.

Our effective tax rate may fluctuate between periods as a result of discrete items that may affect a particular period and there can be no assurancethat our effective tax rate will not change over time as a result of a change in corporate income tax rates or other changes in the tax laws of Guernsey, thejurisdiction in which our holding company is organized, or of the various countries in which we operate, including the potential impact, which we arecontinuously assessing, of the recent tax reform in the United States. Moreover, our effective tax rate in future years may be adversely affected in theevent that a tax authority challenges the manner in which items of income and expense are allocated among us and our subsidiaries. In addition, we andcertain of our subsidiaries benefit from certain special tax benefits. The loss of any such tax benefits could have an adverse effect on our effective taxrate.

Certain Guernsey Tax Considerations

Tax legislation in Guernsey subjects us to the standard rate of corporate income tax for a Guernsey resident company of zero percent.

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Table of ContentsCertain Indian Tax Considerations

Through subsidiaries, we operate development centers and a business processing operations center in India. In 2019, the corporate tax rateapplicable in India on trading activities was 34.94% for development center and reduced corporate tax at 27.82% for business processing operationshaving gross turnover up to a prescribed threshold. Our main subsidiary in India operates under specific favorable tax entitlements that are based uponpre-approved information technology related services activity. As a result, these activities are entitled to considerable corporate income tax exemptionson eligible profits from export of services derived from such pre-approved information technology activity, provided our subsidiary continues to meetthe conditions required for such tax benefits.

During the year 2016-17 our main subsidiary in India changed its corporate legal structure from a private limited company (PLC) to a limitedliability partnership (LLP) through conversion by process of law effective February 28, 2017. Thereafter, all rights and liabilities of the PLC underagreements are vested in the LLP by operation of law.

As of April 1, 2011, the Minimum Alternative Tax, or MAT, became applicable to all of our PLC Indian operations. The MAT is levied on bookprofits at the effective rate of 21.55% and can be carried forward for 15 years to be credited against corporate income taxes. As for the LLP, as a resultof the conversion certain accumulated tax credits will not be available to be set off against future income of the LLP, however, for LLP the AlternativeMinimum Tax, or AMT, provisions are applicable such that LLPs are subject to AMT at a rate of 21.55% on adjusted total income (Income as computedunder the normal provisions, increased by prescribed adjustments) if tax on income under normal provisions is lower than the AMT, and can be carriedforward for 15 years.

Our main Indian subsidiary is subject to a separate tax entitlement under which its operating units are exempt from tax on the respective taxincentive-eligible activity for the first five years of operations and enjoys a 50% reduction on its corporate income tax for such activity for the followingfive years. Further, an additional 50% deduction is available for another 5 years, if 50% of the profits of the unit are credited to a specific reserveprovided that such reserve is utilized for the purpose of investments in plant & machinery within three years from the end of the year in which reserve iscreated. If such reserve is not utilized for the purpose specified in the Indian Tax Laws, the same will be deemed as income in the year immediatelyfollowing the period of three years in which the reserve is made.

Further, in 2018 a new operation was commenced in another subsidiary in India with effect from May 1, 2018. The activity conducted by thisentity is generally entitled to a 100 % reduction on its corporate income tax for the first five years of operation and a 50% reduction for the following 5years. MAT is levied on book profits at an effective rate of 20.58% and can be carried forward for 15 years to be credited against corporate incometaxes.

Certain Israeli Tax Considerations

Our primary Israeli subsidiary, Amdocs (Israel) Limited, operates one of our largest development centers. Discussed below are certain Israeli taxconsiderations relating to this subsidiary.

General Corporate Taxation in Israel. The general corporate tax rate on taxable income is 23%. However, the effective tax rate applicable to thetaxable income of an Israeli company that is eligible for tax benefits by virtue of the Law for the Encouragement of Capital Investments may beconsiderably lower.

Law for the Encouragement of Capital Investments, 1959. Certain production and development facilities of our primary Israeli subsidiary havebeen granted “Approved Enterprise” status pursuant to the Law for the Encouragement of Capital Investments, 1959, or the Investment Law, whichprovides certain tax and financial benefits to investment programs that have been granted such status.

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Table of ContentsIn general, investment programs of our primary Israeli subsidiary that have obtained instruments of approval for an Approved Enterprise issued by

the Israeli Investment Center prior to the change in legislation in 2005 continue to be subject to the old provisions of the Investment Law as describedbelow. In addition, our primary Israeli subsidiary made several expansions to its Approved Enterprise under the terms of the Investment Law of 2005.

Tax Benefits.

Our primary Israeli subsidiary has elected the alternative benefits’ route with respect to its existing Approved Enterprise and its expansions,pursuant to which it enjoys, in relation to its Approved Enterprise operations, certain tax holidays, based on the location of activities within Israel, for aperiod of two to ten years and, in the case of a two year tax holiday, reduced tax rates for an additional period of up to eight years (and, in certain cases,up to 13 years). In case it pays a dividend, at any time, out of exempt income generated during the tax holiday period in respect of its ApprovedEnterprise, it will be subject to corporate tax at the otherwise applicable rate of 10% of the income from which such dividend has been paid. This tax isin addition to the withholding tax on dividends as described below. The tax benefits, available with respect to an Approved Enterprise only to taxableincome attributable to that specific enterprise, are provided according to an allocation formula set forth in the Investment Law or in the relevantapproval, and are contingent upon the fulfillment of the conditions stipulated by the Investment Law, the regulations issued thereunder and theinstruments of approval for the specific investments in the Approved Enterprises. In the event our primary Israeli subsidiary fails to comply with theseconditions, the tax and other benefits could be rescinded, in whole or in part, and the subsidiary might be required to refund the amount of the rescindedbenefits, with the addition of CPI linkage differences and interest. We believe that the Approved Enterprise of our primary Israeli subsidiarysubstantially complies with all such conditions currently, but there can be no assurance that it will continue to do so.

Dividends. Dividends paid out of income derived by an Approved Enterprise are subject to withholding tax at a reduced rate (15%, compared withthe general rate of 30%). If a dividend is paid by our primary Israeli subsidiary, such dividend may be distributed out of income from both ApprovedEnterprises and non-Approved Enterprises. As such, we expect the weighted average withholding tax rate applicable to such dividend to beapproximately 20%. This withholding tax shall be levied in addition to the corporate tax to which our primary Israeli subsidiary shall be subject in theevent it pays a dividend out of earnings generated during the tax holiday period related to its Approved Enterprise status.

In recent years changes were introduced to the Investment Law, specifically a major amendment of the Investment Law in 2011 and 2017.

The 2011 amendment (“Preferred Enterprise”)

Among other things, these changes include a prospective termination of all tax incentives available under the law prior to the amendment. Theamendment to the Investment Law also introduced a new concept of “Preferred Enterprise.” However, under the transition rules, with respect to theapplicability of the provisions of the Investment Law as amended in 2011, benefits granted pursuant to incentive programs commenced prior to 2011would continue to apply until their expiration, unless the company affirmatively elects to apply the regime provided pursuant to the amended InvestmentLaw. Our primary Israeli subsidiary has not yet made such election.

The 2017 amendment (“Preferred Technological Enterprises”)

Amendment 73 to the Investment Law, which came into effect January 1, 2017, was followed by regulations promulgated on May 28, 2017, whichincorporated the “Nexus Principles,” based on OECD guidelines recently published as part of the Base Erosion and Profit Shifting (BEPS) project, intoIsraeli law. The OECD has since then confirmed that the regime adopted by Israel is “not harmful”.

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Table of ContentsThe new incentives regime applies to “Preferred Technological Enterprises” that meet certain conditions.

The corporate tax rate applicable to the Preferred Technological Income generated by a Special Preferred Technological Enterprise (companieswhich are part of a group with annual consolidated revenue in excess of NIS 10 billion - approximately US$2.9 billion at current exchange rates -) is6%. The reduced tax rate applies only with respect to the revenue attributable to the portion of intellectual property developed in Israel.

The withholding tax on dividends paid to a foreign parent company holding at least 90% of the shares of the distributing company out of earningsthat are eligible for the reduced corporate tax rate (in our case, 6%) is 4%. For other dividend distributions out of earnings of a Preferred TechnologicalEnterprise, the withholding tax rate is 20% (or a lower rate under a tax treaty, if applicable).

In 2019, our primary Israeli subsidiary continues to apply the benefits under the terms of the law as provided prior to the 2011 amendment. We arecontinuously evaluating the potential benefits of applying the 2011 and 2017 amendments.

Taxation Of Holders Of Ordinary Shares

Certain Guernsey Tax Considerations

Under the laws of Guernsey as currently in effect, a holder of our ordinary shares who is not a resident of Guernsey (which includes Alderney andHerm for these purposes) and who does not carry on business in Guernsey through a permanent establishment situated there is not subject to Guernseyincome tax on dividends paid with respect to the ordinary shares and is not liable for Guernsey income tax on gains realized upon sale or disposition ofsuch ordinary shares. In addition, Guernsey does not impose a withholding tax on dividends paid by us to a holder of our ordinary shares who is not aresident of Guernsey and who does not carry on business in Guernsey through a permanent establishment situated there. Under Guernsey tax legislation,a holder of our ordinary shares who is a Guernsey resident or who carries on business in Guernsey through a permanent establishment may, dependingon their circumstances, be subject to Guernsey income tax in connection with dividends paid by us and where such holder is a Guernsey residentindividual, such tax may be collected by way of withholding from the dividend. We do not believe this legislation affects the taxation of a holder ofordinary shares who is not a resident of Guernsey and who does not carry on business in Guernsey through a permanent establishment situated there.

There are no capital gains, gift or inheritance taxes levied by Guernsey, and the ordinary shares generally are not subject to any transfer taxes,stamp duties or similar charges on issuance or transfer.

Certain United States Federal Income Tax Considerations

The following discussion describes material U.S. federal income tax consequences to a U.S. holder of the ownership or disposition of our ordinaryshares. A U.S. holder is a beneficial owner of our ordinary shares that is:

(i) an individual who is a citizen or resident of the United States;

(ii) a corporation created or organized in, or under the laws of, the United States or of any state thereof;

(iii) an estate, the income of which is includible in gross income for U.S. federal income tax purposes regardless of its source; or

(iv) a trust, if a court within the United States is able to exercise primary supervision over the administration of the trust and one or moreU.S. persons has the authority to control all substantial decisions of the trust.

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Table of ContentsThis summary generally considers only U.S. holders that own ordinary shares as capital assets. This summary does not discuss the U.S. federal

income tax consequences to an owner of ordinary shares that is not a U.S. holder.

This discussion is based on current provisions of the Internal Revenue Code of 1986, as amended, or the Code, current and proposed Treasuryregulations promulgated thereunder, and administrative and judicial decisions as of the date hereof, all of which are subject to change, possibly on aretroactive basis. This discussion does not address all aspects of U.S. federal income taxation that may be relevant to a U.S. holder of ordinary sharesbased on such holder’s particular circumstances, U.S. federal income tax consequences to certain U.S. holders that are subject to special treatment (suchas broker-dealers, insurance companies, tax-exempt organizations, financial institutions, U.S. holders that hold ordinary shares as part of a “straddle,”“hedge” or “conversion transaction” with other investments, U.S. holders that hold ordinary shares in connection with a trade or business outside theUnited States, or U.S. holders owning directly, indirectly or by attribution at least 10% of the ordinary shares), or any aspect of state, local or non-U.S.tax laws. Additionally, this discussion does not consider the tax treatment of persons who hold ordinary shares through a partnership or other pass-through entity, the possible application of U.S. federal gift or estate taxes or any alternative minimum or Medicare contribution tax consequences.

This summary is for general information only and is not binding on the Internal Revenue Service, or the IRS. There can be no assurance that theIRS will not challenge one or more of the statements made herein. U.S. holders are urged to consult their own tax advisers as to the particular taxconsequences to them of owning and disposing of our ordinary shares. Except as described in “–Passive Foreign Investment Company Considerations”below, this discussion assumes that we are not and have not been a passive foreign investment company (a “PFIC”) for any taxable year.

Dividends. In general, a U.S. holder receiving a distribution with respect to the ordinary shares will be required to include such distribution(including the amount of non-U.S. taxes, if any, withheld therefrom) in gross income as a taxable dividend to the extent such distribution is paid fromour current or accumulated earnings and profits as determined under U.S. federal income tax principles. Any distributions in excess of such earnings andprofits will first be treated, for U.S. federal income tax purposes, as a nontaxable return of capital to the extent of the U.S. holder’s tax basis in theordinary shares, and then, to the extent in excess of such tax basis, as gain from the sale or exchange of a capital asset. However, since we do notcalculate our earnings and profits under U.S. federal income tax principles, it is expected that any distribution will be reported as a dividend. In general,U.S. corporate shareholders will not be entitled to any deduction for distributions received as dividends on the ordinary shares.

Dividend income is taxed as ordinary income. However, a preferential U.S. federal income tax rate applies to “qualified dividend income”received by individuals (as well as certain trusts and estates), provided that certain holding period and other requirements are met. “Qualified dividendincome” includes dividends paid on shares of a foreign corporation that are readily tradable on an established securities market in the United States.Since our ordinary shares are listed on the Nasdaq, we believe that dividends paid by us with respect to our ordinary shares should constitute “qualifieddividend income” for U.S. federal income tax purposes, provided that the applicable holding period and other applicable requirements are satisfied. U.S.holders should consult their tax advisers regarding the availability of these preferential rates in their particular circumstances.

Dividends paid by us generally will be foreign source “passive category income” or, in certain cases, “general category income” for U.S. foreigntax credit purposes, which may be relevant in calculating a U.S. holder’s foreign tax credit limitation.

Disposition of Ordinary Shares. Subject to the PFIC rules described below, upon the sale, exchange or other disposition of our ordinary shares, aU.S. holder generally will recognize capital gain or loss in an amount equal to the difference between the amount realized on the disposition by suchU.S. holder and its tax basis in the

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Table of Contentsordinary shares. Such capital gain or loss will be long-term capital gain or loss if the U.S. holder has held the ordinary shares for more than one year atthe time of the disposition. In the case of a U.S. holder that is an individual, trust or estate, long-term capital gains realized upon a disposition of theordinary shares generally will be subject to a preferential U.S. federal income tax rate. Gains realized by a U.S. holder on a sale, exchange or otherdisposition of ordinary shares generally will be treated as U.S. source income for U.S. foreign tax credit purposes.

Passive Foreign Investment Company Considerations. If, for any taxable year, 75% or more of our gross income consists of certain types ofpassive income, or 50% or more of the average value of our assets including goodwill (generally determined on a quarterly basis) consists of passiveassets (generally assets that generate passive income), we will be treated as a PFIC for such year. If we are treated as a PFIC for any taxable year duringwhich a U.S. holder owns our ordinary shares, the U.S. holder generally will be subject to increased tax liability upon the sale of our ordinary shares orupon the receipt of certain excess distributions, unless such U.S. holder makes an election to mark our ordinary shares to market annually.

We believe that we were not a PFIC for our taxable year ended September 30, 2019. However, because the tests for determining PFIC status forany taxable year are dependent upon a number of factors, some of which are beyond our control, including the value of our assets, which may bedetermined by reference to the market price of our ordinary shares (which may be volatile), and the amount and type of our gross income, we cannotguarantee that we will not become a PFIC for the current or any future taxable year or that the IRS will agree with our conclusion regarding our currentPFIC status.

In addition, if we were a PFIC for any taxable year in which we make a distribution or the preceding taxable year, the preferential rules on“qualified dividend income” described above would not apply. If a U.S. holder owns ordinary shares during any year in which we are a PFIC, the U.S.holder generally must file annual reports to the IRS.

Information Reporting and Backup Withholding. U.S. holders generally will be subject to information reporting requirements with respect todividends that are paid within the United States or through U.S.-related financial intermediaries, as well as with respect to gross proceeds fromdisposition of our ordinary shares, unless the U.S. holder is an “exempt recipient.” U.S. holders may also be subject to backup withholding (currently ata 24% rate) on such payments, unless the U.S. holder provides a taxpayer identification number and a duly executed IRS Form W-9 or otherwiseestablishes an exemption. Backup withholding is not an additional tax and the amount of any backup withholding will be allowed as a credit against aU.S. holder’s U.S. federal income tax liability and may entitle such holder to a refund, provided that the required information is timely furnished to theIRS.

Certain U.S. holders who are individuals or entities closely-held by individuals are required to report information with respect to their investmentin our ordinary shares not held through a custodial account with a U.S. financial institution to the IRS. In general a U.S. holder holding specified“foreign financial assets” (which generally would include our ordinary shares not held through a custodial account with a financial institution or acustodial account with a non-U.S. financial institution through which our ordinary shares may be held) with an aggregate value exceeding certainthreshold amounts should report information about those assets on IRS Form 8938, which must be attached to the U.S. holder’s annual income taxreturn. Investors who fail to report required information could become subject to substantial penalties.

Documents On Display

We are subject to the reporting requirements of foreign private issuers under the U.S. Securities Exchange Act of 1934. Pursuant to the ExchangeAct, we file reports with the SEC, including this Annual Report on Form 20-F. We also submit reports to the SEC, including Form 6-K Reports ofForeign Private Issuers. You may call the SEC at 1-800-SEC-0330 for further information about the Public Reference Room. Such reports are also

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Table of Contentsavailable to the public on the SEC’s website at www.sec.gov. Some of this information may also be found on our website at www.amdocs.com.

You may request copies of our reports, at no cost, by writing to or telephoning us as follows:

Amdocs, Inc.Attention: Matthew E. Smith1390 Timberlake Manor Parkway,Chesterfield, Missouri 63017Telephone: 314-212-8328

ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Foreign Currency Risk

We manage our foreign subsidiaries as integral direct components of our operations. The operations of our foreign subsidiaries provide the sametype of services with the same type of expenditures throughout the Amdocs group. We have determined that the U.S. dollar is our functional currency.We periodically assess the applicability of the U.S. dollar as our functional currency by reviewing the salient indicators as indicated in the authoritativeguidance for foreign currency matters.

During fiscal year 2019, approximately 70% to 80% of our revenue and approximately 50% to 60% of our operating expenses were in U.S. dollarsor linked to the U.S. dollar. If more customers seek contracts in currencies other than the U.S. dollar, the percentage of our revenue and operatingexpenses in the U.S. dollar or linked to the U.S. dollar may decrease over time and our exposure to fluctuations in currency exchange rates couldincrease.

In managing our foreign exchange risk, we enter into various foreign exchange contracts. We do not hedge all of our exposure in currencies otherthan the U.S. dollar, but rather our policy is to hedge significant net exposures in the major foreign currencies in which we operate, assuming the costs ofexecuting these contracts are worthwhile. We use such contracts to hedge net exposure to changes in foreign currency exchange rates associated withrevenue denominated in a foreign currency, primarily in Canadian dollar and European Euros, and anticipated costs to be incurred in a foreign currency,primarily Israeli shekels and Indian rupees. We also use such contracts to hedge the net impact of the variability in exchange rates on certain balancesheet items such as accounts receivable and employee related accruals denominated primarily in Israeli shekels, Indian rupees and European Euros, aswell as other foreign currency of jurisdictions in which we operate. We seek to minimize the net exposure that the anticipated cash flow from sales ofour products and services, cash flow required for our expenses and the net exposure related to our balance sheet items, denominated in a currency otherthan our functional currency will be affected by changes in exchange rates. Please see Note 7 to our consolidated financial statements.

The table below presents the total volume or notional amounts and fair value of our derivative instruments as of September 30, 2019. Notionalvalues are in U.S. dollars and are translated and calculated based on forward rates as of September 30, 2019, for forward contracts, and based on spotrates as of September 30, 2019 for options.

Notional Value* Fair Value ofDerivatives

Foreign exchange contracts (in millions) $ 1,103 $ 7.9 (*) Gross notional amounts do not quantify risk or represent assets or liabilities of the Company, but are used in the calculation of settlements under

the contracts.

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Table of ContentsInterest Rate Risk

Our interest expenses and income are sensitive to changes in interest rates, as all of our cash investments and some of our borrowings, are subjectto interest rate changes. Our short-term interest-bearing investments, if applicable, are generally invested in short-term conservative debt instruments,primarily U.S. dollar-denominated, and consist mainly of bank deposits, corporate bonds, money market funds, U.S. government treasuries, and U.S.agency securities.

ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

Not applicable.

PART II

ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES

Not applicable.

ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS

Not applicable.

ITEM 15. CONTROLS AND PROCEDURES

Our management is responsible for establishing and maintaining adequate internal control over financial reporting. With the participation of theChief Executive Officer and Chief Financial Officer of Amdocs Management Limited, our management evaluated the effectiveness of our disclosurecontrols and procedures as of September 30, 2019. The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) underthe Exchange Act, means controls and other procedures of a company that are designed to ensure that information required to be disclosed by acompany in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time period specifiedin the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure thatinformation required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated tothe company’s management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding requireddisclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assuranceof achieving their objectives and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls andprocedures. Based on the evaluation of our disclosure controls and procedures as of September 30, 2019, the Chief Executive Officer and the ChiefFinancial Officer of Amdocs Management Limited concluded that, as of such date, our disclosure controls and procedures were effective at thereasonable assurance level. Ernst and Young LLP, the independent registered public accounting firm that audited the financial statements included in thisAnnual Report on Form 20-F, has issued an attestation report on our internal control over financial reporting as of September 30, 2019, which isincluded herein.

No change in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) occurred duringthe fiscal year ended September 30, 2019 that has materially affected, or is reasonably likely to materially affect, our internal control over financialreporting.

Management’s report on our internal control over financial reporting (as such defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act),and the related reports of our independent public accounting firm, are included on pages F-2, F-3 and F-4 of this Annual Report on Form 20-F, and areincorporated herein by reference.

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Table of ContentsITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT

Our Board of Directors has determined that there is at least one audit committee financial expert, Adrian Gardner, serving on our AuditCommittee. Our Board of Directors has determined that Mr. Gardner is an independent director.

ITEM 16B. CODE OF ETHICS

Our Board of Directors has adopted a Code of Ethics and Business Conduct that sets forth legal and ethical standards of conduct for our directorsand employees, including our principal executive officer, principal financial officer and other executive officers, of our subsidiaries and other businessentities controlled by us worldwide.

Our Code of Ethics and Business Conduct is available on our website at www.amdocs.com, or you may request a copy of our code of ethics, at nocost, by writing to or telephoning us as follows:

Amdocs, Inc.Attention: Matthew E. Smith1390 Timberlake Manor Parkway,Chesterfield, Missouri 63017Telephone: 314-212-8328

We intend to post on our website within five business days all disclosures that are required by law or Nasdaq rules concerning any amendments to,or waivers from, any provision of the code.

ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES

During each of the last three fiscal years, Ernst & Young LLP has acted as our independent registered public accounting firm.

Audit Fees

Ernst & Young billed us approximately $3.8 million for audit services for fiscal 2019, including fees associated with the annual audit and reviewsof our quarterly financial results submitted on Form 6-K, consultations on various accounting issues and performance of local statutory audits. Ernst &Young billed us approximately $4.0 million for audit services for fiscal 2018.

Audit-Related Fees

Ernst & Young billed us approximately $1.5 million for audit-related services for fiscal 2019. Audit-related services principally include SOC 1report issuances and due diligence examinations. Ernst & Young billed us approximately $2.3 million for audit-related services for fiscal 2018.

Tax Fees

Ernst & Young billed us approximately $1.8 million for tax advice, including fees associated with tax compliance, tax advice and tax planningservices for fiscal 2019. Ernst & Young billed us approximately $1.6 million for tax advice in fiscal 2018.

All Other Fees

Ernst & Young did not bill us for services other than Audit Fees, Audit-Related Fees and Tax Fees described above for fiscal 2019 or fiscal 2018.

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Table of ContentsPre-Approval Policies for Non-Audit Services

The Audit Committee has adopted policies and procedures relating to the approval of all audit and non-audit services that are to be performed byour independent registered public accounting firm. These policies generally provide that we will not engage our independent registered publicaccounting firm to render audit or non-audit services unless the service is specifically approved in advance by the Audit Committee or the engagement isentered into pursuant to the pre-approval procedure described below.

From time to time, the Audit Committee may pre-approve specified types of services that are expected to be provided to us by our independentregistered public accounting firm during the next 12 months. Any such pre-approval is detailed as to the particular service or type of services to beprovided and is also generally subject to a maximum dollar amount. In fiscal 2019, our Audit Committee approved all of the services provided byErnst & Young.

ITEM 16D. EXEMPTION FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES

Not applicable.

ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS

The following table provides information about purchases by us and our affiliated purchasers during the fiscal year ended September 30, 2019 ofequity securities that are registered by us pursuant to Section 12 of the Exchange Act:

Ordinary Shares

Period

(a)Total Number of

SharesPurchased

(b)Average Price

Paid per Share(1)

(c)Total Number of

SharesPurchased as Part

of PubliclyAnnounced Plans

or Programs

(d)Maximum Number (or

Approximate Dollar Value)of Shares that

May Yet Be Purchased Underthe Plans or Programs(2)

10/1/18-10/31/18 408,629 $ 63.34 408,629 $ 611,244,191 11/1/18-11/30/18 549,168 $ 64.82 549,168 $ 575,645,377 12/1/18-12/31/18 621,986 $ 60.57 621,986 $ 537,969,723 01/1/19-01/31/19 512,003 $ 57.81 512,003 $ 508,370,524 02/1/19-02/28/19 631,061 $ 55.96 631,061 $ 473,057,105 03/1/19-03/31/19 1,002,877 $ 54.93 1,002,877 $ 417,970,342 04/1/19-04/30/19 423,146 $ 54.35 423,146 $ 394,971,008 05/1/19-05/31/19 463,771 $ 57.21 463,771 $ 368,437,600 06/1/19-06/30/19 644,541 $ 60.92 644,541 $ 329,170,948 07/1/19-07/31/19 347,700 $ 63.13 347,700 $ 307,221,984 08/1/19-08/31/19 561,900 $ 63.85 561,900 $ 271,343,972 09/1/19-09/30/19 489,041 $ 65.79 489,041 $ 239,171,042 Total 6,655,823 $ 59.79 6,655,823 $ 239,171,042 (1) Excludes broker and transaction fees. (2) On November 8, 2017, our Board of Directors adopted a share repurchase plan authorizing the repurchase of up to $800.0 million of our

outstanding ordinary shares and on November 12, 2019, adopted another share repurchase plan for the repurchase of up to an additional$800.0 million of our outstanding ordinary shares. The authorizations have no expiration date and permit us to purchase our ordinary shares inopen market or privately negotiated transactions at times and prices that we consider appropriate.

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Table of ContentsITEM 16F. CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT

Not applicable.

ITEM 16G. CORPORATE GOVERNANCE

We believe there are no significant ways that our corporate governance practices differ from those followed by U.S. domestic companies under theNasdaq listing standards. For further information regarding our corporate governance practices, please refer to our Notice and Proxy Statement to bemailed to our shareholders in December 2018, and to our website at www.amdocs.com.

ITEM 16H. MINE SAFETY DISCLOSURE

Not applicable.

PART III

ITEM 17. FINANCIAL STATEMENTS

Not applicable.

ITEM 18. FINANCIAL STATEMENTS

Financial Statements And Schedule

The following Financial Statements and Financial Statement Schedule of Amdocs Limited, with respect to financial results for the fiscal yearsended September 30, 2019, 2018 and 2019, are included at the end of this Annual Report:

Audited Financial Statements of Amdocs Limited

Reports of Independent Registered Public Accounting FirmConsolidated Balance Sheets as of September 30, 2019 and 2018Consolidated Statements of Income for the fiscal years ended September 30, 2019, 2018 and 2017Consolidated Statements of Comprehensive Income for the fiscal years ended September 30, 2019, 2018 and 2017Consolidated Statements of Changes in Equity for the fiscal years ended September 30, 2019, 2018 and 2017Consolidated Statements of Cash Flows for the fiscal years ended September 30, 2019, 2018 and 2017Notes to the Consolidated Financial Statements

Financial Statement Schedules of Amdocs Limited

Valuation and Qualifying Accounts

All other schedules have been omitted since they are either not required or not applicable, or the information has otherwise been included.

ITEM 19. EXHIBITS

The exhibits listed hereof are filed herewith in response to this Item.

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Table of ContentsEXHIBIT INDEX

ExhibitNo.

Description

1.1 Amended and Restated Memorandum of Incorporation of Amdocs Limited (incorporated by reference to Exhibit 99.1 to Amdocs’Form 6-K filed January 26, 2009)

1.2 Amended and Restated Articles of Incorporation of Amdocs Limited (incorporated by reference to Exhibit 1.2 to Amdocs’ AnnualReport on Form 20-F, filed December 7, 2010)

2* Description of rights of each applicable class of securities registered under Section 12 of the Securities Exchange Act of 1934

4.a.1† Agreement between Amdocs, Inc. and AT&T Services, Inc. for Software and Professional Services, effective February 28, 2017(incorporated by reference to Exhibit 4.b.6 to Amdocs’ Annual Report on Form 20-F, filed December 11, 2017)

4.a.2† Supplemental Agreement dated September 30, 2018 to the Agreement for Software and Professional Services effective February 28,2017 that is filed as Exhibit 4.a.1 hereto (incorporated by reference to Exhibit 4.a.2. to Amdocs’ Annual Report on Form 20-F, filedDecember 10, 2018).

4.a.3†* Amendment No. 1 to Agreement between Amdocs, Inc. and AT&T Services, Inc. for Software and Professional Services, effectiveNovember 8, 2018

4.a.4†* Amendment No. 2 to Agreement between Amdocs, Inc. and AT&T Services, Inc. for Software and Professional Services, effectiveDecember 27, 2018

4.b Amdocs Limited 1998 Stock Option and Incentive Plan, as amended (incorporated by reference to Exhibit 99.1 to Amdocs’Registration Statement on Form S-8, filed on February 12, 2018)

4.c Amended and Restated Credit Agreement, dated as of December 11, 2017, among Amdocs Limited, certain of its subsidiaries, thelenders from time to time party thereto, JPMorgan Chase Bank, N.A., as administrative agent, J.P. Morgan Europe Limited, as Londonagent, and JPMorgan Chase Bank, N.A., Toronto branch, as Canadian agent (incorporated by reference to Exhibit 4.d to Amdocs’Annual Report on Form 20-F, filed on December 11, 2017)

8* Subsidiaries of Amdocs Limited

12.1* Certification of Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a)

12.2* Certification of Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a)

13.1* Certification of Chief Executive Officer pursuant to 18 U.S.C. 1350

13.2* Certification of Chief Financial Officer pursuant to 18 U.S.C. 1350

14.1* Consent of Ernst & Young LLP

100.1 The following financial information from Amdocs Limited’s Annual Report on Form 20-F for the year ended September 30, 2019,formatted in Inline Extensible Business Reporting Language (iXBRL): (i) Consolidated Balance Sheets as of September 30, 2019 and2018, (ii) Consolidated Statements of Income for the years ended September 30, 2019, 2018 and 2017, (iii) Consolidated Statements ofComprehensive Income for the years ended September 30, 2019, 2018 and 2017, (iv) Consolidated Statements of Changes in Equityfor the fiscal years ended September 30, 2019, 2018 and 2017, (v) the Consolidated Statements of Cash Flows for the years endedSeptember 30, 2019, 2018 and 2017, and (vi) Notes to Consolidated Financial Statements

104 Cover Page Interactive Data File (embedded within the Inline XBRL document) † Confidential treatment requested as to portions of the exhibit. Confidential materials omitted and filed separately with the Securities and Exchange

Commission. * Previously filed.

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AMDOCS LIMITED

By: /s/ Matthew E. Smith Name: Matthew E. Smith Title: Secretary and Authorized Signatory

Table of ContentsSIGNATURES

The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized theundersigned to sign this Amendment No. 1 to its Annual Report on Form 20-F for the fiscal year ended September 30, 2019 on its behalf.

Date: December 19, 2019

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Table of ContentsAMDOCS LIMITED

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

Page Audited Consolidated Financial Statements

Management’s Report on Internal Control Over Financial Reporting F-2 Reports of Independent Registered Public Accounting Firm F-3 Consolidated Balance Sheets as of September 30, 2019 and 2018 F-8 Consolidated Statements of Income for the fiscal years ended September 30, 2019, 2018 and 2017 F-9 Consolidated Statements of Comprehensive Income for the fiscal years ended September 30, 2019, 2018 and 2017 F-10 Consolidated Statements of Changes in Equity for the fiscal years ended September 30, 2019, 2018 and 2017 F-11 Consolidated Statements of Cash Flows for the fiscal years ended September 30, 2019, 2018 and 2017 F-12 Notes to the Consolidated Financial Statements F-13

Financial Statement Schedule Valuation and Qualifying Accounts F-47

F-1

Table of ContentsMANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

The management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting for theCompany. Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordance with generally accepted accounting principles and includes those policiesand procedures that:

• Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets ofthe Company;

• Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with

generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance withauthorizations of management and directors of the Company; and

• Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s

assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Projections of any evaluationof effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree ofcompliance with the policies or procedures may deteriorate.

The Company’s management assessed the effectiveness of the Company’s internal control over financial reporting as of September 30, 2019. Inmaking this assessment, the Company’s management used the criteria set forth by the Committee of Sponsoring Organizations of the TreadwayCommission (2013 framework) in Internal Control-Integrated Framework.

Based on its assessment, management concluded that, as of September 30, 2019, the Company’s internal control over financial reporting iseffective based on those criteria.

The financial statements and internal control over financial reporting have been audited by Ernst & Young LLP, an independent registered publicaccounting firm which has issued an attestation report on the Company’s internal control over financial reporting included elsewhere in this AnnualReport on Form 20-F.

F-2

Table of ContentsREPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board of Directors and Shareholders of Amdocs Limited

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Amdocs Limited (the “Company”) as of September 30, 2019 and 2018, therelated consolidated statements of income, comprehensive income, changes in equity and cash flows for each of the three years in the period endedSeptember 30, 2019, and the related notes and the financial statement schedule listed in the Index at Item 18 of Part III (collectively referred to as the“consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position ofthe Company at September 30, 2019 and 2018, and the results of its operations and its cash flows for each of the three years in the period endedSeptember 30, 2019, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), theCompany’s internal control over financial reporting as of September 30, 2019, based on criteria established in Internal Control-Integrated Frameworkissued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated December 16, 2019expressed an unqualified opinion thereon.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’sfinancial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect tothe Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commissionand the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtainreasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits includedperforming procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing proceduresthat respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financialstatements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating theoverall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the financial statements that werecommunicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financialstatements and (2) involved our especially challenging, subjective or complex judgments. The communication of critical audit matters does not alter inany way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below,providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Revenue recognition for projects

Description ofthe Matter

As discussed in Note 2 to the consolidated financial statements, the Company’s software solutions usually require significantcustomization, modification, implementation and

F-3

Table of Contents integration. As a result, a significant portion of the Company’s project revenue is recognized over time, based on the

percentage that incurred labor effort to date bears to total projected labor effort. Auditing the recognition of the Company’s project revenue was especially subjective and complex because of the significantestimation required by management to determine the total projected labor effort to complete a project. Determining theestimate of labor effort requires the knowledge of project-specific circumstances, including the specific terms and conditionsof the contract, remaining performance obligations, changes to the project schedule, and complexity of the project. Changesin this estimate can have a material effect on when revenue is recognized.

How WeAddressed the Matter inOur Audit

We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the projectedlabor effort estimation process. For example, for a sample of projects, we tested controls over management’s review of theinitial estimate of total projected labor effort to complete the project, as well as the ongoing evaluation of those estimates.Additionally, for a sample of completed projects, we tested the retrospective review controls performed by management toassess the reasonableness of the estimated labor effort throughout the life of the project. Our audit procedures included, among others, evaluating the significant assumptions and the accuracy and completeness ofthe underlying data used in management’s estimate. For example, for a sample of contracts, we tested management’sestimate of total projected labor effort through a combination of analytical procedures, such as comparison of the estimatedlabor effort period over period and inspection of contracts to understand the specific terms and conditions as well as theremaining obligations in the contract. For selected contracts, we also met with various executives throughout theorganization, including project managers, to obtain an understanding of project status and other factors considered indeveloping the estimate of remaining labor effort including project challenges, completed milestones, customer changeorders and delays. In addition, we performed a retrospective review of actual labor effort incurred compared to previouslyestimated projected labor effort to evaluate the Company’s historical ability to accurately estimate expected labor effort.

Uncertain Tax Positions

Description ofthe Matter

As discussed in Notes 2 and 11 to the consolidated financial statements, the Company operates in a multinational taxenvironment and is subject to tax treaty arrangements and transfer pricing guidelines for intercompany transactions. TheCompany uses significant judgment to (1) determine whether, based on the technical merits, a tax position is more likelythan not to be sustained and (2) measure the amount of tax benefit that qualifies for recognition. As of September 30, 2019,the total amount of unrecognized tax benefits for uncertain tax positions was $169.3 million. Auditing management’s analysis of the Company’s uncertain tax positions was especially subjective and complex due to thesignificant judgments made by management to determine the provisions for tax uncertainties. These provisions are based oninterpretations of complex tax laws and legal rulings across various jurisdictions in which the Company operates anddetermination of arm’s length pricing for certain intercompany transactions. The assumptions underlying the provisions foruncertain tax positions include the potential tax exposure resulting from management’s interpretations and the determinationof the cumulative probability that the uncertain tax position will be upheld upon regulatory examination.

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Table of Contents

How WeAddressed the Matter inOur Audit

We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’sprocess to assess and review their uncertain tax positions. For example, we tested the controls over the review ofassumptions used in the estimation calculation such as the Company’s review over existing and potential tax controversiesand tax audit results, and the computation of the impact to uncertain tax positions and tax reserves. We involved our tax professionals to assist us with obtaining an understanding of the Company’s tax structure, assessing theCompany’s compliance with tax laws, related developments in administrative rulings and court cases, identifying tax lawchanges in jurisdictions that may impact the Company’s unrecognized tax benefits and assessing the technical merits of theCompany’s tax positions. We inspected the Company’s correspondence with the relevant tax authorities and evaluated theincome tax opinions. Our audit procedures also included, among others, evaluating the assumptions the Company used todevelop its uncertain tax positions and related unrecognized income tax benefit amounts by jurisdiction and testing thecompleteness and accuracy of the underlying data used by the Company to calculate its uncertain tax positions. For certaintax positions related to intercompany transactions, we assessed the assumptions and pricing method used in setting arm’slength prices and the documentation to support the pricing. We also evaluated the adequacy of the Company’s financialstatement disclosures related to these tax matters.

/s/ Ernst & Young LLP

We have served as the Company’s auditor since 1988.New York, NYDecember 16, 2019

F-5

Table of ContentsREPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board of Directors and Shareholders of Amdocs Limited

Opinion on Internal Control over Financial Reporting

We have audited Amdocs Limited’s internal control over financial reporting as of September 30, 2019, based on criteria established in InternalControl — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), (the COSOcriteria). In our opinion, Amdocs Limited (the “Company”) maintained, in all material respects, effective internal control over financial reporting as ofSeptember 30, 2019, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), theconsolidated balance sheets of the Company as of September 30, 2019 and 2018, the related consolidated statements of income, comprehensive income,changes in equity and cash flows for each of the three years in the period ended September 30, 2019, and the related notes and the financial statementschedule listed in the Index at Item 18 of Part III and our report dated December 16, 2019 expressed an unqualified opinion thereon.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of theeffectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control Over FinancialReporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a publicaccounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federalsecurities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtainreasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.

Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists,testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as weconsidered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financialreporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’sinternal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail,accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions arerecorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts andexpenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) providereasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have amaterial effect on the financial statements.

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Table of ContentsBecause of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any

evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that thedegree of compliance with the policies or procedures may deteriorate.

/s/ Ernst & Young LLPNew York, NYDecember 16, 2019

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Table of ContentsAMDOCS LIMITED

CONSOLIDATED BALANCE SHEETS(In thousands, except per share data)

As of September 30, 2019 2018

ASSETS Current assets:

Cash and cash equivalents $ 471,632 $ 418,783 Short-term interest-bearing investments — 100,433 Accounts receivable, net 987,858 971,502 Prepaid expenses and other current assets 216,084 229,999

Total current assets 1,675,574 1,720,717 Property and equipment, net 525,314 496,585 Goodwill 2,462,835 2,444,895 Intangible assets, net 205,162 265,249 Other noncurrent assets 423,941 420,369

Total assets $ 5,292,826 $ 5,347,815

LIABILITIES AND EQUITY Current liabilities:

Accounts payable $ 176,508 $ 194,738 Accrued expenses and other current liabilities 647,657 706,637 Accrued personnel costs 265,583 261,168 Deferred revenue 118,182 132,414

Total current liabilities 1,207,930 1,294,957 Deferred income taxes and taxes payable 207,508 224,572 Other noncurrent liabilities 334,922 336,244

Total liabilities 1,750,360 1,855,773 Equity: Amdocs Limited Shareholders’ equity:

Preferred Shares — Authorized 25,000 shares; £0.01 par value; 0 shares issued and outstanding — — Ordinary Shares — Authorized 700,000 shares; £0.01 par value; 277,148 and 275,896 issued and 134,773 and

140,177 outstanding, in 2019 and 2018, respectively

4,452

4,436 Additional paid-in capital 3,667,662 3,587,625 Treasury stock, at cost — 142,375 and 135,719 ordinary shares in 2019 and 2018, respectively (5,182,409) (4,784,352)Accumulated other comprehensive (loss) income (2,547) (32,731)Retained earnings 5,012,799 4,673,901

Total Amdocs Limited shareholders’ equity 3,499,957 3,448,879 Noncontrolling interests 42,509 43,163

Total equity 3,542,466 3,492,042 Total liabilities and equity $ 5,292,826 $ 5,347,815

The accompanying notes are an integral part of these consolidated financial statements.

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Table of ContentsAMDOCS LIMITED

CONSOLIDATED STATEMENTS OF INCOME(In thousands, except per share data)

Year Ended September 30, 2019 2018 2017

Revenue $4,086,669 $3,974,837 $3,867,155 Operating expenses:

Cost of revenue 2,653,172 2,595,276 2,507,656 Research and development 273,936 276,615 259,097 Selling, general and administrative 492,457 481,093 472,778 Amortization of purchased intangible assets and other 97,358 108,489 110,291 Non-recurring charges — 85,057 —

3,516,923 3,546,530 3,349,822 Operating income 569,746 428,307 517,333 Interest and other expense, net 1,859 6,766 4,421 Income before income taxes 567,887 421,541 512,912 Income taxes 88,441 67,145 76,086 Net income $ 479,446 $ 354,396 $ 436,826 Basic earnings per share $ 3.49 $ 2.49 $ 2.99 Diluted earnings per share $ 3.47 $ 2.47 $ 2.96

The accompanying notes are an integral part of these consolidated financial statements.

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Table of ContentsAMDOCS LIMITED

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME(In thousands)

Year Ended September 30, 2019 2018 2017

Net income $479,446 $354,396 $ 436,826 Other comprehensive income (loss), net of tax:

Net change in fair value of cash flow hedges(1) 30,553 (51,116) 11,994 Net change in fair value of available-for-sale securities(2) 1,592 (1,182) (978)Net actuarial (loss) gain on defined benefit plan(3) (1,961) 777 1,679

Other comprehensive income (loss), net of tax 30,184 (51,521) 12,695 Comprehensive income $509,630 $302,875 $ 449,521

(1) Net of tax (expense) benefit of $(2,458), $4,482 and $651 for the fiscal years ended September 30, 2019, 2018 and 2017, respectively.(2) Net of tax benefit (expense) of $0, $9 and $(4) for the fiscal years ended September 30, 2019, 2018 and 2017, respectively.(3) Net of tax benefit (expense) of $1,080, $(254) and $(697) for the fiscal years ended September 30, 2019, 2018 and 2017, respectively.

The accompanying notes are an integral part of these consolidated financial statements

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Table of ContentsAMDOCS LIMITED

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY(In thousands, except per share data)

Ordinary Shares

Additional

Paid-in Capital

TreasuryStock

AccumulatedOther

Comprehensive(Loss)

Income(1) RetainedEarnings

TotalAmdocsLimited

Shareholders’Equity

Non-controllinginterests(2)

TotalEquity Shares Amount

Balance as of September 30, 2016 147,134 $ 4,377 $3,322,789 $(4,024,527) $ 6,095 $4,144,827 $ 3,453,561 $ — $3,453,561 Comprehensive income:

Net income — — — — — 436,826 436,826 — 436,826 Other comprehensive income — — — — 12,695 — 12,695 — 12,695 Comprehensive income 449,521 — 449,521

Employee stock options exercised 2,220 28 87,948 — — — 87,976 — 87,976 Repurchase of shares (5,519) — — (340,597) — — (340,597) — (340,597)Tax benefit from equity-based awards — — 3,611 — — — 3,611 — 3,611 Cash dividends declared ($0.855 per ordinary share) — — — — — (124,546) (124,546) — (124,546)Issuance of restricted stock, net of forfeitures 556 5 — — — — 5 — 5 Equity-based compensation expense related to employees — — 44,539 — — — 44,539 — 44,539 Balance as of September 30, 2017 144,391 $ 4,410 $3,458,887 $(4,365,124) $ 18,790 $4,457,107 $ 3,574,070 $ — $3,574,070 Comprehensive income:

Net income(2) — — — — — 354,396 354,396 — 354,396 Other comprehensive loss — — — — (51,521) — (51,521) — (51,521)Comprehensive income 302,875 — 302,875

Employee stock options exercised 1,800 24 81,262 — — — 81,286 — 81,286 Repurchase of shares (6,337) — — (419,228) — — (419,228) — (419,228)Cash dividends declared ($0.970 per ordinary share) — — — — — (137,602) (137,602) — (137,602)Issuance of restricted stock, net of forfeitures 323 2 — — — — 2 — 2 Equity-based compensation expense related to employees — — 47,476 — — — 47,476 — 47,476 Changes in Noncontrolling interests — — — — — — — 43,163 43,163 Balance as of September 30, 2018 140,177 $ 4,436 $3,587,625 $(4,784,352) $ (32,731) $4,673,901 $ 3,448,879 $ 43,163 $3,492,042 Cumulative effect adjustment(3) — — — — — 10,434 10,434 — 10,434 Comprehensive income:

Net income(2) — — — — — 479,446 479,446 — 479,446 Other comprehensive income — — — — 30,184 — 30,184 — 30,184 Comprehensive income 509,630 — 509,630

Employee stock options exercised 874 11 41,487 — — — 41,498 — 41,498 Repurchase of shares (6,656) — — (398,057) — — (398,057) — (398,057)Cash dividends declared ($1.105 per ordinary share) — — — — — (150,982) (150,982) — (150,982)Issuance of restricted stock, net of forfeitures 378 5 — — — — 5 — 5 Equity-based compensation expense related to employees — — 38,550 — — — 38,550 — 38,550 Changes in Noncontrolling interests — — — — — — — (654) (654)Balance as of September 30, 2019 134,773 $ 4,452 $3,667,662 $(5,182,409) $ (2,547) $5,012,799 $ 3,499,957 $ 42,509 $3,542,466

(1) As of September 30, 2019, 2018 and 2017, accumulated other comprehensive (loss) income is comprised of unrealized gain (loss) on derivatives, net of tax, of $3,945, $(26,608) and

$24,508 , unrealized loss on short-term interest-bearing investments, net of tax, of $0, $(1,592) and $(410) and unrealized loss on defined benefit plan, net of tax, of $(6,492), $(4,531)and $(5,308).

(2) In fiscal years 2019 and 2018, all of the Company’s net income is attributable to Amdocs Limited as the net income attributable to the Non-controlling interests is negligible.(3) The Cumulative effect adjustments as of October 1, 2018 include an increase of $14,294 to retained earnings due to the impact of adoptions of ASU No. 2014-09 (ASC 606) and

decrease of $3,860 to retained earnings due to adoption of ASU No. 2016-16.

The accompanying notes are an integral part of these consolidated financial statements.

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Table of ContentsAMDOCS LIMITED

CONSOLIDATED STATEMENTS OF CASH FLOWS(In thousands)

Year Ended September 30, 2019 2018 2017

Cash Flow from Operating Activities: Net income $ 479,446 $ 354,396 $ 436,826 Reconciliation of net income to net cash provided by operating activities:

Depreciation and amortization 205,772 211,224 214,885 Equity-based compensation expense 38,550 47,476 44,539 Deferred income taxes (13,950) 25,098 6,551 Excess tax benefit from equity-based compensation — — (4,666)Loss from short-term interest-bearing investments 737 1,324 9

Net changes in operating assets and liabilities, net of amounts acquired: Accounts receivable, net 6,589 (66,451) (41,075)Prepaid expenses and other current assets 25,907 (18,736) 11,002 Other noncurrent assets (1,635) 9,674 (52,667)Accounts payable, accrued expenses and accrued personnel (60,042) 25,348 72,049 Deferred revenue (37,855) 7,650 (50,230)Income taxes payable, net 6,025 (31,036) (15,145)Other noncurrent liabilities 6,833 (8,718) 14,034

Net cash provided by operating activities 656,377 557,249 636,112 Cash Flow from Investing Activities: Purchase of property and equipment, net(1) (128,086) (231,146) (133,392)Proceeds from sale of short-term interest-bearing investments 101,287 303,090 278,066 Purchase of short-term interest-bearing investments — (76,037) (281,983)Net cash paid for acquisitions (60,572) (355,142) (18,064)Other 615 (3,157) (29,940)Net cash used in investing activities (86,756) (362,392) (185,313)Cash Flow from Financing Activities: Borrowings under financing arrangements — 120,000 200,000 Payments under financing arrangements — (120,000) (400,000)Repurchase of shares (398,057) (419,228) (340,597)Proceeds from employee stock option exercises 41,483 81,280 87,586 Payments of dividends (147,616) (134,292) (121,503)Investment by noncontrolling interests, net(1) (4,776) 47,013 — Payment of contingent consideration from a business acquisition (7,470) — — Excess tax benefit from equity-based compensation and other (336) (458) 4,666 Net cash used in financing activities (516,772) (425,685) (569,848)Net increase (decrease) in cash and cash equivalents 52,849 (230,828) (119,049)Cash and cash equivalents at beginning of year 418,783 649,611 768,660 Cash and cash equivalents at end of year $ 471,632 $ 418,783 $ 649,611 Supplementary Cash Flow Information Interest and Income Taxes Paid Cash paid for:

Income taxes, net of refunds $ 75,790 $ 55,938 $ 67,544 Interest(2) 7,348 2,009 1,145

(1) The amounts under “Purchase of property and equipment, net”, include proceeds of $9,676 relating to refund of betterment levy for the year ended September 30, 2019

($4,776 of which was a refund to the noncontrolling interest), proceeds from sale of property and equipment of $151, $459 and $57 for the year ended September 30, 2019,2018 and 2017, respectively.

(2) The amounts under “Interest”, include payments of interest to financial institution, tax authorities and other.

The accompanying notes are an integral part of these consolidated financial statements.

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Note 1 — Nature of Entity

Amdocs Limited (the “Company”) is a leading provider of software and services to communications, cable and satellite, entertainment and mediaindustry service providers of all sizes throughout the world. The Company and its consolidated subsidiaries operate in one segment and design, develop,market, support, implement and operate amdocsONE, an open and modular solution set.

The Company is a Guernsey corporation, which directly or indirectly holds numerous subsidiaries around the world, the vast majority of whichare wholly-owned. The majority of the Company’s customers are in North America, Europe, Asia-Pacific and the Latin America region. The Company’smain development facilities are located in Brazil, Canada, Cyprus, India, Ireland, Israel, Mexico, the Philippines, the United Kingdom and the UnitedStates.

Note 2 — Summary of Significant Accounting Policies

Basis of Presentation

The consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles, or GAAP and aredenominated in U.S. Dollars.

Consolidation

The consolidated financial statements include the accounts of the Company and its subsidiaries, the vast majority of which are wholly-owned. Allintercompany transactions and balances have been eliminated in consolidation.

In December 2017, the Company entered into agreements with Union Investments and Development Limited (“Union”) to partner through a legalentity that is equally owned by the Company and Union for the purpose of acquiring specific land which the Company expects to use as the site for anew campus in Ra’anana, Israel. On January 2, 2018 the Company completed the acquisition of the land. Pursuant to the agreements between theCompany and Union, as the Company has control over the construction and ongoing operations of the new campus, the new entity’s financialinformation is consolidated into the Company’s consolidated financial statements with the portion not owned classified as non-controlling interests. TheCompany is obligated to distribute in the future the new entity’s earnings under certain conditions, in fiscal years 2019 and 2018 the new entity hadnegligible earnings or losses and, therefore, an immaterial effect on consolidated financial statements of Amdocs Limited.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect thereported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements, and the reportedamounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Reclassifications

From time to time, certain immaterial amounts in prior year financial statements may be reclassified to conform to the current year presentation.

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Functional Currency

The Company manages its foreign subsidiaries as integral direct components of its operations. The operations of the Company’s foreignsubsidiaries provide the same type of services with the same type of expenditures throughout the Amdocs group. The Company has determined that itsfunctional currency is the U.S. dollar. The Company periodically assesses the applicability of the U.S. dollar as the Company’s functional currency byreviewing the salient indicators as indicated in the authoritative guidance for foreign currency matters.

Cash and Cash Equivalents

Cash and cash equivalents consist of cash and interest-bearing investments with insignificant interest rate risk and maturities from acquisition dateof 90 days or less.

Accounts Receivable Factoring

From time to time, the Company uses non-recourse factoring arrangements, to sell accounts receivable to third-party financial institutions. Thesale of the receivables in these arrangements are accounted for as a true sale.

Investments

The Company classifies all of its short-term interest-bearing investments as available-for-sale securities. Such short-term interest-bearinginvestments, if applicable, generally consist primarily of bank deposits, corporate bonds, money market funds, U.S. government treasuries, and U.S.agency securities, which are stated at market value. Unrealized gains and losses are comprised of the difference between market value and amortizedcosts of such securities and are reflected, net of tax, as “accumulated other comprehensive (loss) income” in equity, unless a security is other thantemporarily impaired. The Company recognizes an impairment charge in earnings when a decline in the fair value of its investments below the cost basisis judged to be other-than-temporary. For securities with an unrealized loss that the Company intends to sell, or it is more likely than not that theCompany will be required to sell before recovery of their amortized cost basis, the entire difference between amortized cost and fair value is recognizedin earnings. For securities that do not meet these criteria, the amount of impairment recognized in earnings is limited to the amount related to creditlosses, while other declines in fair value related to other factors are recognized in other comprehensive income (loss). The Company uses a discountedcash flow analysis to determine the portion of the impairment that relates to the credit losses. To the extent that the net present value of the projectedcash flows is less than the amortized cost of the security, the difference is considered a credit loss. Realized gains and losses on short-term interest-bearing investments are included in earnings and are derived using the first-in-first-out (FIFO) method for determining the cost of securities.

Property and Equipment

Property and equipment are stated at cost. Depreciation is computed using the straight-line method over the estimated useful life of the asset,which primarily ranges from three to ten years. Leasehold improvements are amortized over the shorter of the estimated useful lives or the term of therelated lease. Property and equipment that have been fully depreciated and are no longer in use are netted against accumulated depreciation.

The Company capitalizes certain expenditures for software that is internally developed for use in the business, which is classified as computerequipment. Amortization of internal use software begins when the software is ready for service and continues on the straight-line method over theestimated useful life.

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The Company capitalizes the expenditures related to the new campus in Israel, which are classified as building and land. Amortization will beginwhen the new campus is ready for use and will be amortized on the straight-line basis over the estimated useful life.

Goodwill, Intangible Assets and Long-Lived Assets

Goodwill and intangible assets deemed to have indefinite lives are subject to an annual impairment test or more frequently if impairmentindicators are present. Goodwill impairment is deemed to exist if the net book value of a reporting unit exceeds its estimated fair value. The goodwillimpairment test involves a two-step process. The first step, identifying a potential impairment, compares the fair value of a reporting unit with itscarrying amount, including goodwill. If the carrying value of the reporting unit exceeds its fair value, the second step would need to be conducted;otherwise, no further steps are necessary as no potential impairment exists. The second step, measuring the impairment loss, compares the implied fairvalue of the reporting unit goodwill with the carrying amount of that goodwill. Any excess of the reporting unit goodwill carrying value over therespective implied fair value is recognized as an impairment loss.

The total purchase price of business acquisitions accounted for using the purchase method is allocated first to identifiable assets and liabilitiesbased on estimated fair values. The excess of the purchase price over the fair value of net assets of purchased businesses is recorded as goodwill.

Other definite-life intangible assets consist primarily of core technology and customer relationships. Core technology acquired by the Company isamortized over its estimated useful life on a straight-line basis.

Some of the acquired customer relationships are amortized over their estimated useful lives in proportion to the economic benefits realized. Thisaccounting policy generally results in accelerated amortization of such customer relationships as compared to the straight-line method. All otheracquired customer relationships are amortized over their estimated useful lives on a straight-line basis.

The Company tests long-lived assets, including definite life intangible assets, for impairment whenever events or changes in circumstancesindicate that the carrying amount of such assets may not be recoverable. Determination of recoverability of long-lived assets is based on an estimate ofthe undiscounted future cash flows resulting from the use of the cash generating unit and its eventual disposition. Measurement of an impairment lossfor long-lived assets, including definite life intangible assets that management expects to hold and use is based on the fair value of the cash generatingunit. Long-lived assets, including definite life intangible assets, to be disposed of are reported at the lower of carrying amount or fair value less costs tosell.

Comprehensive Income

Comprehensive income, net of related taxes where applicable, includes, in addition to net income:

(i) net change in fair value of available-for-sale securities;

(ii) net change in fair value of cash flow hedges; and

(iii) net actuarial gains and losses on defined benefit plans.

Treasury Stock

The Company repurchases its ordinary shares from time to time on the open market or in other transactions and holds such shares as treasurystock. The Company presents the cost to repurchase treasury stock as a reduction of equity.

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Business Combinations

In accordance with business combinations accounting, assets acquired and liabilities assumed, as well as any contingent consideration that may bepart of the acquisition agreement, are recorded at their respective fair values at the date of acquisition. For acquisitions that include contingentconsideration, the fair value is estimated on the acquisition date as the present value of the expected contingent payments, determined using weightedprobabilities of possible payments. The Company remeasures the fair value of the contingent consideration at each reporting period until thecontingency is resolved. Except for measurement period adjustments, the changes in fair value are recognized in the consolidated statements of income.Any earn-out which is not considered a contingent consideration is recognized as compensation expense over expected service period.

In accordance with business combinations accounting, the Company allocates the purchase price of acquired companies to the tangible andintangible assets acquired and liabilities assumed, as well as to in-process research and development based on their estimated fair values. Suchvaluations require management to make significant estimates and assumptions, especially with respect to intangible assets. As a result of the significantjudgments that need to be made, the Company obtains the assistance of independent valuation firms. The Company completes these assessments as soonas practical after the closing dates. Any excess of the purchase price over the estimated fair values of the identifiable net assets acquired is recorded asgoodwill.

Although the Company believes the assumptions and estimates of fair value it has made in the past have been reasonable and appropriate, they arebased in part on historical experience and information obtained from the management of the acquired companies and are inherently uncertain andsubject to refinement. Critical estimates in valuing certain assets acquired and liabilities assumed include but are not limited to: future expected cashflows from license and service sales, maintenance, customer contracts and acquired developed technologies, expected costs to develop the in-processresearch and development into commercially viable products and estimated cash flows from the projects when completed and the acquired company’sbrand awareness and discount rate. Unanticipated events and circumstances may occur that may affect the accuracy or validity of such assumptions,estimates or actual results. As a result, during the measurement period, which may be up to one year from the acquisition date, the Company recordsadjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill, if the changes are related to conditions that existedat the time of the acquisition. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilitiesassumed, whichever comes first, any subsequent adjustments, based on events that occurred subsequent to the acquisition date, are recorded in itsconsolidated statements of income.

The Company estimates the fair values of its services, hardware, software license and maintenance obligations assumed. The estimated fair valuesof these performance obligations are determined utilizing a cost build-up approach. The cost build-up approach determines fair value by estimating thecosts related to fulfilling the obligations plus a normal profit margin.

The Company may establish a valuation allowance for certain deferred tax assets and estimate the value of uncertain tax positions of a newlyacquired entity. This process requires significant judgment and analysis.

Income Taxes

The Company records deferred income taxes to reflect the net tax effects of temporary differences between the carrying amounts of assets andliabilities for financial reporting and tax purposes. Deferred taxes are computed based on enacted tax rates anticipated to be in effect when the deferredtaxes are expected to be paid or realized. A valuation allowance is provided for deferred tax assets if it is more likely than not, the Company will not beable to realize their benefit.

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Deferred tax liabilities and assets are classified as noncurrent on the balance sheet. Deferred tax liabilities also include anticipated withholdingtaxes due on subsidiaries’ earnings when paid as dividends to the Company.

The Company recognizes the tax benefit from an uncertain tax position only if the weight of available evidence indicates that it is more likely thannot that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The tax benefits recognized in thefinancial statements from such a position is measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimatesettlement. Interest and penalties related to uncertain tax positions are recognized in the provision for income taxes. See Note 11 to the consolidatedfinancial statements.

Revenue Recognition

The Company recognizes revenue under the five-step methodology required under ASC 606, which requires the Company to identify the contractwith the customer, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to the performanceobligations identified, and recognize revenue when (or as) each performance obligation is satisfied.

Revenue is recognized net of any revenue-based taxes assessed by a governmental authority that are both imposed on and concurrent with aspecific revenue-producing transaction and collected by the Company from a customer (for example, sales, use and value added taxes).

The Company’s primary revenue categories, related performance obligations, and associated recognition patterns are as follows:

Revenue Recognition for projects — The Company usually sells its software licenses as part of an overall solution offered to a customer includingsignificant customization, modification, implementation and integration. Those services are deemed essential to the software. As a result, revenuerelated to these projects is recognized over time, usually based on a percentage that incurred labor effort to date bears to total projected labor effort.Incurred effort represents work performed, which corresponds with, and thereby best depicts, the transfer of control to the customer. Revenue fromcustomization, implementation, modification and integration services is also recognized over the course of the projects. When total cost estimates forthese types of arrangements exceed revenues in a fixed-price arrangement, the estimated losses are recognized immediately based upon the costapplicable to the delivering unit. Significant judgment is required when estimating total labor effort and progress to completion on these arrangements,as well as whether a loss is expected to be incurred on the project.

As a significant portion of the Company’s revenue is satisfied over time as work progresses, the annual and quarterly operating results may beaffected by the size and timing of the initiation of customer projects as well as the Company’s progress in completing such projects.

Revenue Recognition for subsequent license fee — Subsequent license fee revenue is recognized when the customer has access to the license andthe right to use and benefit from the license. In cases when the conditions require delivery, then delivery must have occurred for purposes of revenuerecognition. Subsequent license fee is based on a customer’s subscriber level, transaction volume or other measurements when greater than the levelspecified in the contract for the initial license fee.

Revenue Recognition for term-based license and perpetual license — Revenue related to software solutions that do not require significantcustomization, implementation and modification are recognized upon delivery.

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Revenue Recognition for maintenance — Maintenance revenue is recognized ratably over the term of the maintenance agreement.

Revenue Recognition for ongoing services — Revenue from ongoing support services is recognized as work is performed, revenue from otherongoing services is recognized over time as services are preformed, using one method of measuring performance such as time elapsed, output produced,volume of data processed or subscriber count that provides the most faithful depiction of the transfer of services.

Revenue Recognition for managed services arrangement — Managed services arrangements include management of data center operations and ITinfrastructure, application management and ongoing support, management of end-to-end business processes, and managed transformation that includesboth a transformation project as well as taking over managed services responsibility.

The revenue from managed services arrangement is recognized for each individual performance obligation according to its relevant revenuecategory, including but not limited to, revenue from the management of a customer’s operations, revenue from projects and revenue from ongoingsupport services.

Revenue from the management of a customer’s operations pursuant to managed services arrangements, is recognized over time as services arepreformed, using one method of measuring performance such as time elapsed, output produced, volume of data processed or subscriber count thatprovides the most faithful depiction of the transfer of services, pursuant to the specific contract terms of the managed services arrangement. Typically,managed services arrangements are long term in duration and are not subject to significant seasonality.

Revenue Recognition for third-party hardware and software — Third-party hardware sales are recognized upon delivery or installation, andrevenue from third-party software sales is recognized upon delivery. Maintenance revenue is recognized ratably over the term of the maintenanceagreement Revenue from third-party hardware and software sales is recorded at gross amount for transactions in which the Company control the third-party hardware and software prior to fulfilling the performance obligation . In specific circumstances where the Company do not meet the above criteria,revenue is recognized on a net basis. In certain arrangements, the Company may earn revenue from other third-party services which is recorded at agross amount as it controls the services before transferring them to the customer.

Arrangements with Multiple Performance Obligations — Many of the Company’s agreements include multiple performance obligations. TheCompany allocates the transaction price for each contract to each performance obligation identified in the contract based on the relative standaloneselling price (SSP). The Company determines SSP for the purposes of allocating the transaction price to each performance obligation by consideringseveral external and internal factors including, but not limited to, transactions where the specific performance obligation sold separately, historical actualpricing practices and geographies in which the Company offers its services in accordance with ASC 606. The determination of SSP requires the exerciseof judgement. If a specific performance obligation is sold for a broad range of amounts (that is, the selling price is highly variable) or if the Companyhas not yet established a price for that good or service, and the good or service has not previously been sold on a standalone basis (that is, the sellingprice is uncertain), the Company applies the residual approach whereby all other performance obligations within a contract are first allocated a portionof the transaction price based upon their respective SSPs with any residual amount of transaction price allocated to the remaining specific performanceobligation.

Billing terms and conditions generally vary by contract category. Amounts are typically billed as work progresses in accordance with agreed-uponcontractual terms, either at periodic intervals (e.g., monthly or

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quarterly) or upon achievement of contractual milestones. In cases where timing of revenue recognition significantly differs from the timing ofinvoicing, the Company is considering whether a significant financing component exists. The Company elected to use the practical expedient inassessing the financing component in contracts where the time between cash collection and performance is less than one year.

Accounts Receivable — Billed — Billed accounts receivables include all outstanding invoices to customers, as well as amounts allowed to bebilled according to contractual billing terms with customers.

Accounts Receivable — Unbilled — Unbilled accounts receivable include all revenue amounts that had not been billed as of the balance sheet datedue to contractual billing terms with customers. Unbilled accounts receivable that are expected to be billed beyond the next 12 months are consideredlong-term unbilled receivables and included in other noncurrent assets.

Deferred Revenue — Deferred revenue represents billings to customers for which revenue has not yet been recognized. Deferred revenue that isexpected to be recognized beyond the next 12 months is considered long-term deferred revenue and included in other noncurrent liabilities.

Assets Recognized from the Costs to Obtain a Contract with a Customer — Incremental costs of obtaining a contract (e.g., sales commissions) arecapitalized and amortized on a pro-rata basis over the contract period if the Company expects to recover those costs. Commissions on renewals arecommensurate with the commission from the initial arrangement. Incremental costs of obtaining a contract include only those costs the Company incursto obtain a contract that it would not have incurred if the contract had not been obtained. The Company has determined that certain sales commissionsprograms meet the requirements to be capitalized, which prior to the adoption of ASC 606, were previously expensed as incurred. Additionally, as apractical expedient, the Company expenses costs to obtain a contract as incurred if the amortization period would have been a year or less. Theamortization of these costs is included in selling, general and administrative expenses in the Company’s consolidated statements of income.

In certain circumstances where the Company enters into a contract with a customer for the provision of managed services for a defined period oftime, the Company defers certain direct costs incurred at the inception of the contract. These costs include expenses incurred in association with theorigination of a contract. In addition, if the revenue for a delivered item is not recognized because it is not separable from the undelivered item, then theCompany also defers the cost of the delivered item. The deferred costs are amortized on a straight-line basis over the managed services period, or overthe recognition period of the undelivered item. Revenue associated with these capitalized costs is deferred and is recognized over the same period.

Cost of Revenue

Cost of revenue consists of all costs associated with providing software licenses and services to customers, third party hardware and softwareincluding identified losses on contracts. Estimated losses on contracts satisfied over time as work performed are recognized in the period in which theloss is identified.

Cost of revenue also includes costs of third-party products associated with selling third-party computer hardware and software products tocustomers and other third-party services, when the related revenue is recorded at the gross amount. Customers purchasing third-party products andservices from the Company generally do so in conjunction with the purchase of the Company’s software and services.

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Research and Development

Research and development expenditures consist of costs incurred in the development of new software modules and product offerings, either aspart of the Company’s internal product development programs, which are sold, leased or otherwise marketed. Research and development costs areexpensed as incurred.

Based on the Company’s product development process, technological feasibility is established upon completion of a detailed program design or, inthe absence thereof, completion of a working model. Costs incurred by the Company after achieving technological feasibility and before the product isready for customer release have been insignificant.

Equity-Based Compensation

The Company measures and recognizes the compensation expense for all equity-based payments to employees and directors based on theirestimated fair values. The Company estimates the fair value of employee stock options at the date of grant using a Black-Scholes valuation model andvalues restricted stock based on the market value of the underlying shares at the date of grant. The Company recognizes compensation costs using thegraded vesting attribution method that results in an accelerated recognition of compensation costs in comparison to the straight-line method.

The Company uses a combination of implied volatility of the Company’s traded options and historical stock price volatility (“blended volatility”)as the expected volatility assumption required in the Black-Scholes option valuation model. As equity-based compensation expense recognized in theCompany’s consolidated statements of income is based on awards ultimately expected to vest, it has been reduced for estimated forfeitures.

Concentrations of Credit Risk

Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash and cash equivalents, short-term interest-bearing investments, and trade receivables. Cash and cash equivalents are maintained with several financial institutions. Generally, thesedeposits may be redeemed upon demand and are maintained with financial institutions with reputable credit and therefore bear minimal credit risk. TheCompany seeks to mitigate its credit risks by spreading such risks across multiple financial institutions and monitoring the risk profiles of thesecounterparties. The Company has conservative investment policy guidelines under which it invests its excess cash primarily in highly liquid U.S. dollar-denominated securities. The Company’s revenue is generated primarily in North America. To a lesser extent, revenue is generated in Europe and the restof the world. Most of the Company’s customers are among the largest communications and media companies in the world (or are owned by them). TheCompany’s business is subject to the effects of general global economic conditions and market conditions in the communications industry. TheCompany performs ongoing credit analyses of its customer base and generally does not require collateral.

The Company evaluates accounts receivable to determine if they ultimately will be collected. Significant judgments and estimates are involved inperforming this evaluation, which are based on factors that may affect a customer’s ability to pay, such as past experience, credit quality of the customer,age of the receivable balance and current economic conditions. The allowance for doubtful accounts is for estimated losses resulting from accountsreceivable for which their collection is not reasonably probable. The allowance for doubtful accounts as of September 30, 2019 and 2018, was $36,121and $21,211, respectively. As of September 30, 2019, the Company had one customer with an accounts receivable balance of more than 10% of totalaccounts receivable, amounting to 16%, which was lower than its respective portion of total revenue. As of September 30, 2018, the

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Company had one customer with an accounts receivable balance of more than 10% of total accounts receivable, amounting to 19%, which was lowerthan its respective portion of total revenue.

Earnings per Share

Basic earnings per share is calculated using the weighted average number of shares outstanding during the period. Diluted earnings per share iscomputed on the basis of the weighted average number of shares outstanding and the effect of dilutive outstanding equity-based awards using thetreasury stock method. The Company includes participating securities (unvested restricted shares that contain non-forfeitable rights to dividends ordividend equivalents) in the computation of earnings per share pursuant to the two-class method, which calculates earnings per share for common sharesand participating securities.

Derivatives and Hedging

The Company carries out transactions involving foreign currency exchange derivative financial instruments. The transactions are designed tohedge the Company’s exposure in currencies other than the U.S. dollar. The Company recognizes derivative instruments as either assets or liabilities andmeasures those instruments at fair value. If a derivative meets the definition of a cash flow hedge and is so designated, changes in the fair value of thederivative are recognized in other comprehensive income (loss) until the hedged item is recognized in earnings. The ineffective portion of a derivativedesignated as a cash flow hedge is recognized in earnings. If a derivative does not meet the definition of a cash flow hedge, the changes in the fair valueare included in earnings.

Recent Accounting Standards

In November 2018, the Financial Accounting Standards Board, or FASB, issued Accounting Standard Update, or ASU, No. 2018-18,“Collaborative Arrangements”. The ASU clarifies the interaction between collaborative arrangements and the new revenue standards. This ASU will beeffective for the Company on October 1, 2020, and early adoption is permitted. The Company currently expects that adoption of this ASU will not havea material impact on its consolidated financial statements.

In August 2018, the FASB issued ASU No. 2018-15, “Customer’s Accounting for Implementation Costs Incurred in a Cloud ComputingArrangement That Is a Service Contract”. The ASU amends the definition of hosting arrangement and requires a customer in a hosting arrangement thatis a service contract to capitalize certain implementation costs as if the arrangement was an internal-use software project. This ASU will be effective forthe Company on October 1, 2020, and early adoption is permitted. The Company currently expects that adoption of this ASU will not have a materialimpact on its consolidated financial statements.

In August 2018, the FASB issued ASU No. 2018-13, “Fair Value Measurement”. The ASU eliminates, adds and modifies certain disclosurerequirements for fair value measurements. This ASU will be effective for the Company on October 1, 2020, and early adoption is permitted withspecific limitations. The Company currently expects that adoption of this ASU may result in changes to its financial statements disclosure and will nothave a material impact on its consolidated financial statements.

In August 2018, the FASB issued ASU No. 2018-14, “Changes to the Disclosure Requirements for Defined Benefit Plans”. The ASU makesminor changes to the disclosure requirement for employers that sponsor defined pension and/or other post retirement benefit plans. This ASU will beeffective for the Company on October 1, 2020, and early adoption is permitted. The Company expects that the adoption of this ASU will not have amaterial impact on its consolidated financial statements.

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In June 2018, the FASB issued ASU No. 2018-07, “Improvements to Nonemployee Share-Based Payment Accounting”. The ASU aligns themeasurement and classification for share-based payments to nonemployees with the guidance for share-based payments to employees, with certainexceptions. This ASU will be effective for the Company on October 1, 2019, and early adoption is permitted with certain limitations. The Companyexpects that the adoption of this ASU will not have a material impact on its consolidated financial statements.

In August 2017, the FASB issued ASU No. 2017-12, “Targeted Improvements to Accounting for Hedging Activities”. The ASU amends existingguidance to simplify the application of hedge accounting in certain situations and allows companies to better align their hedge accounting with their riskmanagement activities. This ASU will be effective for the Company on October 1, 2020, and earlier adoption by one year is permitted. The Companycurrently expects that adoption of this ASU will not have a material impact on its consolidated financial statements.

In June 2016, the FASB issued ASU No. 2016-13, “Measurement of Credit Losses on Financial Instruments”. The ASU which introduces animpairment model that is based on expected losses rather than incurred losses and will apply to financial assets subject to credit losses and measured atamortized cost, and certain off-balance sheet credit exposures. This ASU will be effective for the Company on October 1, 2020, and earlier adoption byone year is permitted. The Company is currently evaluating the impact of adoption of this ASU on its consolidated financial statements.

In February 2016, the FASB issued ASU No. 2016-02, “Leases”. The ASU increases transparency and comparability by providing additionalinformation to users of financial statements regarding an entity’s leasing activities. The ASU requires reporting entities to recognize lease assets andlease liabilities on the balance sheet for most leases, including operating leases, with a term greater than twelve months. This ASU, will be effective forthe Company on October 1, 2019. The Company will adopt this ASU using a modified retrospective method. The Company is finalizing theimplementation of this new standard including analyzing its lease contracts and evaluating changes to system, business processes and controls needed tosupport recognition, including currencies exposures and disclosure. The Company expects its leases designated as operating leases will be reported onthe consolidated balance sheet upon adoption, as of October 1, 2019, which will increase its total assets and liabilities in total amount of approximately$260 million to $310 million. In addition, as a material portion of the Company’s leases are denominated in currencies other than the functionalcurrency, the associated lease liabilities will be remeasured using the current exchange rate in the future reporting periods, which may result, if not fullyhedged, in foreign exchange gains or losses. The Company currently expects that the adoption of this ASU will not have a material impact on itsconsolidated statement of income and on its consolidated statement of cash flow.

Adoption of New Accounting Standards

In December 2017, the SEC issued Staff Accounting Bulletin No. 118 (“SAB No. 118”) in response to the new tax legislation in the United States(The Tax Cuts and Jobs Act or “The Act”). The Act, which was enacted on December 22, 2017, reduces the US federal corporate tax rate from 35% to21%, which requires the payment of a one-time transition tax on earnings of certain foreign subsidiaries and creates new taxes on certain foreign sourcedearnings. The guidance provided in SAB No.118 allowed the Company to record provisional amounts of income tax effects of the Act during a one-yearmeasurement period. As of December 31, 2018, the Company has completed its accounting for the tax effects of enactment of the Act and made areasonable estimate of the effects on its existing deferred tax balances and the one-time transition tax. There was no material impact on the Company’sconsolidated financial statements, see also Note 11 to the consolidated financial statements.

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In January 2017, the FASB issued ASU No. 2017-01, “Clarifying the Definition of a Business”. The ASU revises and narrows the definition of abusiness and provides a framework that gives entities a basis for making reasonable judgments about whether a transaction involves an asset or abusiness. The Company prospectively adopted this ASU effective October 1, 2018. As of the date of the adoption there was no impact on the Company’sconsolidated financial statements.

In October 2016, the FASB issued ASU No. 2016-16, “Intra-Entity Transfers of Assets Other Than Inventory”. The ASU requires the Company torecognize the income tax consequences of intra-entity transfers, other than inventory, when the transfer occurs. The Company adopted this ASU as ofOctober 1, 2018, using the modified retrospective transition approach, which resulted in a cumulative adjustment of $3,860 decrease of the retainedearnings.

In August 2016, the FASB issued ASU No. 2016-15, “Classification of Certain Cash Receipts and Cash Payments”. The ASU intends to reducediversity in practice in how certain transactions are classified in the statement of cash flows. The Company retrospectively adopted this ASU effectiveOctober 1, 2018, which resulted in the classification of certain cash payments of contingent consideration in financing activities on the Company’sconsolidated statement of cash flow during the year ended September 30, 2019. There was no such impact during the year ended September 30, 2018.

In January 2016, the FASB issued ASU No. 2016-01, “Financial Instruments — Overall”. The ASU updates certain aspects of recognition andmeasurement of financial assets and financial liabilities. The ASU affects the accounting for equity investments, financial liabilities under the fair valueoption, and the presentation and disclosure requirements for financial instruments. The Company prospectively adopted this ASU effective October 1,2018. There was no material impact on the Company’s consolidated financial statements, see also Note 5 to the consolidated financial statements.

In May 2014, the FASB issued ASU No. 2014-09, or ASC 606, “Revenue from Contracts with Customers”. The ASU on revenue from contractswith customers, or the new revenue standard, which outlines a single comprehensive model for entities to use in accounting for revenue arising fromcontracts with customers and supersedes most current revenue recognition guidance. Prior to the adoption of ASC 606 the Company developed atransition plan, including changes to policies, processes and internal controls, as well as system enhancements to generate the information necessary fornew disclosure requirements and recently completed an assessment to identify the potential areas of impact that this new revenue recognition standardwill have on its consolidated financial statement and internal control environment. As part of the assessment, the Company reviewed a representativesample of its contracts across its various customers and geographies to identify potential differences that could result from applying the requirements ofthe new standard. As of October 1, 2018, the Company adopted this ASU using the modified retrospective transition approach. This method was appliedto contracts that were not complete as of the date of adoption.

The cumulative impact of adopting ASC 606, which was immaterial, was a net increase in the opening balance of retained earnings as ofOctober 1, 2018, of $14,294, net of tax, from total amount of $4,673,901 to $4,688,195. The impact was primarily related to (i) the removal of thelimitation on contingent revenue, as revenue allocated to satisfied performance obligations is no longer restricted to the amount that is not contingentupon the satisfaction of additional performance obligations (ii) the change of definition of contract term to represent the period for which enforceablerights and obligations exist, and (iii) the capitalization and amortization of certain sales commissions in accordance with ASC 606.

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The following table depicts the impact of adoption as of October 1, 2018, on the Company’s consolidated balance sheet:

As of October 1, 2018

Balance as of

September 30, 2018 Adjustments due

to ASC 606 Balance as of

October 1, 2018 Balance Sheet:

Account receivable — unbilled $ 263,997 $ 10,039 $ 274,036 Prepaid expenses and other current assets 229,999 (971) 229,028 Other noncurrent assets 420,369 15,636 436,005 Deferred revenue (current) 132,414 14,048 146,462 Accrued expenses and other current liabilities 706,637 (14,062) 692,575 Deferred income taxes and taxes payable 224,572 10,424 234,996 Retained Earnings 4,673,901 14,294 4,688,195

The impact of adopting the new standard for the year ended September 30, 2019, was an increase of approximately $26,096 to revenue, most ofwhich was recorded against Account receivable — unbilled and decrease of approximately $11,051 to cost of revenue most of which was recordedagainst Accrued expenses and other current liabilities.

Note 3 — Acquisitions

Entities acquired by the Company during the last three fiscal years have been consolidated into the Company’s results of operations since theirrespective acquisition dates. These acquisitions, individually and in the aggregate, were not material in any fiscal year. During fiscal year 2019, theCompany acquired TTS Wireless for approximately $50,000 in cash and potential additional consideration based on the achievement of certainperformance metrics. TTS Wireless is a leading provider of mobile network engineering services, specializing in network optimization, planning andsoftware-enabled solutions. During fiscal year 2018, the Company acquired three technology companies for an aggregate consideration of $355,142 incash: Vubiquity, a leading provider of premium content services and technology solutions, projekt202, a leader in experience-driven software design anddevelopment, and UXP systems (“UXP”) whose User Lifecycle Management solution is a leading platform for empowering digital user relationshipsand digital identity. See Note 9 to the consolidated financial statement.

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Note 4 — Revenue

Contract Balances

The following table provides information about Accounts receivable, both billed and unbilled and deferred revenue:

As of

September 30,

2018 October 1,

2018 (as adjusted) September 30,

2019 Accounts receivable — billed (net of allowances for doubtful accounts of $21,211 as of

September 30 and October 1, 2018 and $36,121 as of September 30, 2019)

$ 707,505

$ 707,505

$ 760,797 Accounts receivable — unbilled (current) $ 263,997 $ 274,036 $ 227,061 Accounts receivable — unbilled (non-current) $ 15,686 $ 13,185 $ 16,987 Total Accounts receivable — unbilled $ 279,683 $ 287,221 $ 244,048 Deferred revenue (current) $ (132,414) $ (146,462) $ (118,182)Deferred revenue (non-current) $ (27,977) $ (27,977) $ (23,785)Total Deferred revenue $ (160,391) $ (174,439) $ (141,967)

Revenue recognized during the year ended September 30, 2019, which was included in deferred revenue (current) as of October 1, 2018 was$93,508. Amounts billed during the year ended September 30, 2019, which was included in unbilled accounts receivable (current) as of October 1, 2018,was $129,230.

Remaining Performance Obligations from Contracts with Customer

As of September 30, 2019, the aggregate amount of the transaction price allocated to remaining performance obligations that are unsatisfied orpartially unsatisfied was approximately $5.5 billion. Remaining performance obligations typically include the remaining non-cancelable, committed andfixed portion of contracts for their entire duration and therefore it is not comparable to what the Company considers to be next 12 months backlog.Given the profile of contract terms, the majority of this amount is expected to be recognized as revenue over the next three years.

Disaggregation of Revenue

The Company considers information that is regularly reviewed by its chief operating decision makers in evaluating financial performance todisaggregate revenue, see Note 21 — Segment Information and Sales to Significant Customers.

Note 5 — Fair Value Measurements

The Company accounts for certain assets and liabilities at fair value. Fair value is the price that would be received from selling an asset or thatwould be paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair valuemeasurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageousmarket in which it would transact and it considers assumptions that market participants would use when pricing the asset or liability.

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The hierarchy below lists three levels of fair value based on the extent to which inputs used in measuring fair value are observable in the market.The Company categorizes each of its fair value measurements in one of these three levels based on the lowest level input that is significant to the fairvalue measurement in its entirety.

The three levels of inputs that may be used to measure fair value are as follows:

Level 1: Quoted prices in active markets for identical assets or liabilities;

Level 2: Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets or liabilities in activemarkets, quoted prices for identical or similar assets or liabilities in markets with insufficient volume or infrequent transactions (less activemarkets), or other inputs that are observable (model-derived valuations in which significant inputs are observable) or can be derived principallyfrom, or corroborated by, observable market data; and

Level 3: Unobservable inputs that are supported by little or no market activity that is significant to the fair value of the assets or liabilities.

The following tables present the Company’s assets and liabilities measured at fair value on a recurring basis as of September 30, 2019 and 2018:

As of September 30, 2019 Level 1 Level 2 Level 3 Total

Available-for-sale securities: Money market funds $69,370 $ — $ — $ 69,370

Total available-for-sale securities 69,370 — — 69,370 Equity Investment — — 18,008 18,008 Derivative financial instruments, net — 7,890 — 7,890 Other liabilities — — (29,805) (29,805)Total $69,370 $ 7,890 $ (11,797) $ 65,463

As of September 30, 2018 Level 1 Level 2 Level 3 Total

Available-for-sale securities: Corporate bonds $ — $ 47,531 $ — $ 47,531 Money market funds 30,883 — — 30,883 U.S. government treasuries 23,258 — — 23,258 U.S. agency securities — 16,033 — 16,033 Asset backed obligations — 9,177 — 9,177 Supranational and sovereign debt — 4,434 — 4,434

Total available-for-sale securities 54,141 77,175 — 131,316 Derivative financial instruments, net — (27,842) — (27,842)Other liabilities — — (37,954) (37,954)Total $54,141 $ 49,333 $(37,954) $ 65,520

Available-for-sale securities that are classified as Level 2 assets are priced using observable data that may include quoted market prices for similarinstruments, market dealer quotes, market spreads, non-binding market

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prices that are corroborated by observable market data and other observable market information. The Company’s derivative instruments are classified asLevel 2 as they represent foreign currency forward and option contracts valued primarily based on observable inputs including forward rates and yieldcurves. The Company did not have any transfers between Level 1 and Level 2 fair value measurements during fiscal year 2019. Level 3 liabilities relateto certain acquisition-related liabilities, which were generally valued using a Monte-Carlo simulation model. These liabilities were included in bothaccrued expenses and other current liabilities and other noncurrent liabilities as of September 30, 2019 and 2018. The decrease in Level 3 liabilities isprimarily related to payments of certain acquisition-related liabilities offset by an increase against goodwill. Level 3 assets relate to equity investments,which were valued based on price changes in orderly transactions for similar investments of the same issuer.

Fair Value of Financial Instruments

The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable, accrued personnel costs, short-term financingarrangements and accrued expenses and other current liabilities approximate their fair value because of the relatively short maturity of these items.

Note 6 — Available-For-Sale Securities

In fiscal year 2019 the Company sold most of its available-for-sale securities, in total amount of $101,287, the realized losses recognized from thissale were immaterial and were recorded in the consolidated statements of income.

Available-for-sale securities consist of the following interest-bearing investments:

As of September 30, 2019

Amortized

Cost

GrossUnrealized

Gains

GrossUnrealized

Losses Fair Value Money market funds $ 69,370 $ — $ — $ 69,370 Total(1) $ 69,370 $ — $ — $ 69,370 (1) Available-for-sale securities with maturities longer than 90 days from the date of acquisition were classified as short-term interest-bearing

investments and available-for-sale securities with maturities of 90 days or less from the date of acquisition were included in cash and cashequivalents on the Company’s balance sheet. As of September 30, 2019, all the securities were classified as cash and cash equivalents.

As of September 30, 2018

Amortized

Cost

GrossUnrealized

Gains

GrossUnrealized

Losses Fair Value Corporate bonds $ 48,252 $ — $ 721 $ 47,531 Money market funds 30,883 — — 30,883 U.S. government treasuries 23,656 — 398 23,258 U.S. agency securities 16,297 — 264 16,033 Asset backed obligations 9,312 — 135 9,177 Supranational and sovereign debt 4,508 — 74 4,434 Total(1) $132,908 $ — $ 1,592 $131,316

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(1) Available-for-sale securities with maturities longer than 90 days from the date of acquisition were classified as short-term interest-bearing

investments and available-for-sale securities with maturities of 90 days or less from the date of acquisition were included in cash and cashequivalents on the Company’s balance sheet. As of September 30, 2018, $100,433 of securities were classified as short-term interest-bearinginvestments and $30,883 of securities were classified as cash and cash equivalents.

As of September 30, 2019, the unrealized losses attributable to the Company’s available-for-sale securities were primarily due to credit spreadsand interest rate movements. The Company assessed whether such unrealized losses for the investments in its portfolio were other-than-temporary.Based on this assessment, the Company did not recognize any credit losses in fiscal years 2019, 2018 and 2017.

As of September 30, 2019, the Company’s available-for-sale securities had the following maturity dates:

Market Value Due within one year $ 69,370

Note 7 — Derivative Financial Instruments

The Company’s risk management strategy includes the use of derivative financial instruments to reduce the volatility of earnings and cash flowsassociated with changes in foreign currency exchange rates. The Company does not enter into derivative transactions for trading purposes.

The Company’s derivatives expose it to credit risks from possible non-performance by counterparties. The Company utilizes standardcounterparty master netting agreements that net certain foreign currency transactions in the event of the insolvency of one of the parties to thetransaction. These master netting arrangements permit the Company to net amounts due from the Company to counterparty with amounts due to theCompany from the same counterparty. Although all of the Company’s recognized derivative assets and liabilities are subject to enforceable masternetting arrangements, the Company has elected to present these assets and liabilities on a gross basis. Taking into account the Company’s right to netcertain gains with losses, the maximum amount of loss due to credit risk that the Company would incur if all counterparties to the derivative financialinstruments failed completely to perform, according to the terms of the contracts, based on the gross fair value of the Company’s derivative contractsthat are favorable to the Company, was approximately $11,373 as of September 30, 2019. The Company has limited its credit risk by entering intoderivative transactions exclusively with investment-grade rated financial institutions and monitors the creditworthiness of these financial institutions onan ongoing basis.

The Company classifies cash flows from its derivative transactions as cash flows from operating activities in the consolidated statements of cashflow.

The table below presents the total volume or notional amounts of the Company’s derivative instruments as of September 30, 2019. Notional valuesare in U.S. dollars and are translated and calculated based on forward rates as of September 30, 2019 for forward contracts, and based on spot rates as ofSeptember 30, 2019 for options.

Notional Value* Foreign exchange contracts $ 1,103,169

(*) Gross notional amounts do not quantify risk or represent assets or liabilities of the Company but are used in the calculation of settlements under

the contracts.

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The Company records all derivative instruments on the balance sheet at fair value. For further information, see Note 5 to the consolidated financialstatements. The fair value of the open foreign exchange contracts recorded as an asset or a liability by the Company on its consolidated balance sheets asof September 30, 2019 and September 30, 2018, is as follows:

As of September 30, 2019 2018

Derivatives designated as hedging instruments Prepaid expenses and other current assets $ 9,344 $ 221 Other noncurrent assets 585 25 Accrued expenses and other current liabilities (2,977) (17,681)Other noncurrent liabilities (2,072) (10,030)

4,880 (27,465)Derivatives not designated as hedging instruments

Prepaid expenses and other current assets 5,086 2,758 Accrued expenses and other current liabilities (2,076) (3,135)

3,010 (377)Net fair value $ 7,890 $(27,842)

Cash Flow Hedges

In order to reduce the impact of changes in foreign currency exchange rates on its results, the Company enters into foreign currency exchangeforward and option contracts to purchase and sell foreign currencies to hedge a significant portion of its foreign currency net exposure resulting fromrevenue and expense transactions denominated in currencies other than the U.S. dollar. The Company designates these contracts for accounting purposesas cash flow hedges. The Company currently hedges its exposure to the variability in future cash flows for a maximum period of approximately threeyears. A significant portion of the forward and option contracts outstanding as of September 30, 2019 is scheduled to mature within the next 12 months.

The effective portion of the gain or loss on the derivative instruments is initially recorded as a component of other comprehensive income (loss), aseparate component of equity, and subsequently reclassified into earnings in the same line item as the related forecasted transaction and in the sameperiod or periods during which the hedged exposure affects earnings. The cash flow hedges are evaluated for effectiveness quarterly. As the criticalterms of the forward contract or option and the hedged transaction are matched at inception, the hedge effectiveness is assessed generally based onchanges in the fair value for cash flow hedges, as compared to the changes in the fair value of the cash flows associated with the underlying hedgedtransactions. Hedge ineffectiveness, if any, and hedge components, such as time value, excluded from assessment of effectiveness testing for hedges ofestimated revenue from customers, are recognized immediately in interest and other expense, net.

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The effect of the Company’s cash flow hedging instruments in the consolidated statements of income for the fiscal years ended September 30,2019, 2018 and 2017, respectively, which partially offsets the foreign currency impact from the underlying exposures, is summarized as follows:

(Losses) Gains Reclassified fromOther Comprehensive Income (Loss)

(Effective Portion)Year Ended September 30,

2019 2018 2017 Line item in consolidated statements of income:

Revenue $ 19 $ (1,129) $ (1,021)Cost of revenue (8,627) 15,877 21,783 Research and development (2,059) 3,127 4,282 Selling, general and administrative (2,309) 3,462 3,305

Total $ (12,976) $ 21,337 $ 28,349

The activity related to the changes in net unrealized gains (losses) on cash flow hedges recorded in accumulated other comprehensive (loss)income, net of tax, is as follows:

Year Ended September 30, 2019 2018 2017

Net unrealized (loss) gain on cash flow hedges, net of tax, beginning ofperiod

$(26,608)

$ 24,508

$ 12,514

Changes in fair value of cash flow hedges, net of tax 19,228 (31,908) 36,765 Reclassification of loss (gain) into earnings, net of tax 11,325 (19,208) (24,771)Net unrealized gain (loss) on cash flow hedges, net of tax, end of period $ 3,945 $(26,608) $ 24,508

Net unrealized gain (loss) from cash flow hedges recognized in other comprehensive income (loss) were $20,035, $(34,260) and $39,692, or

$19,228, $(31,908) and $36,765, net of taxes, during the fiscal years ended September 30, 2019, 2018 and 2017, respectively.

Of the net gains related to derivatives designated as cash flow hedges and recorded in accumulated other comprehensive (loss) income as ofSeptember 30, 2019, a net gain of $5,085 will be reclassified into earnings during fiscal 2020 and will partially offset the foreign currency impact fromthe underlying exposures. The amount ultimately realized in earnings will likely differ due to future changes in foreign exchange rates.

The ineffective portion of the change in fair value of a cash flow hedge, including the time value portion excluded from effectiveness testing forthe fiscal years ended September 30, 2019, 2018 and 2017, was not material.

Cash flow hedges are required to be discontinued in the event it becomes probable that the underlying forecasted hedged transaction will notoccur. The Company did not discontinue any cash flow hedges during any of the periods presented nor does the Company anticipate any suchdiscontinuance in the normal course of business.

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Other Risk Management Derivatives

The Company also enters into foreign currency exchange forward and option contracts that are not designated as hedging instruments under hedgeaccounting and are used to reduce the impact of foreign currency on certain balance sheet exposures and certain revenue and expense transactions.

These instruments are generally short-term in nature, with typical maturities of less than 12 months, and are subject to fluctuations in foreignexchange rates.

The effect of the Company’s derivative instruments not designated as hedging instruments in the consolidated statements of income for the fiscalyears ended September 30, 2019, 2018 and 2017, respectively, which partially offsets the foreign currency impact from the underlying exposure, issummarized as follows:

Gains (Losses)Recognized in Income

Year Ended September 30,

2019 2018 2017 Line item in statements of income:

Cost of revenue $ 401 $(4,577) $ 4,639 Research and development 14 (736) 957 Selling, general and administrative 294 (950) 1,723 Interest and other income (expense), net 5,845 7,038 (10,514)Income taxes (528) 1,581 (1,653)

Total $6,026 $ 2,356 $ (4,848)

Note 8 — Property and Equipment, Net

The components of property and equipment, net are:

As of September 30, 2019 2018

Computers, related equipment and software $ 1,109,465 $ 1,027,825 Building and land 109,446 97,782 Leasehold improvements 230,817 222,812 Furniture, fixtures and other 47,813 43,518 Property and equipment, gross 1,497,541 1,391,937 Less accumulated depreciation (972,227) (895,352)Property and equipment, net $ 525,314 $ 496,585

Total depreciation expense for fiscal years 2019, 2018 and 2017, was $111,387, $105,439 and $105,027, respectively.

As of September 30, 2019 and 2018, the costs, net of accumulated depreciation of software assets developed for internal use were $171,331 and$152,366, respectively, and are presented under Computer equipment in the table above.

In fiscal year 2018, the Company purchased a land and capitalized costs related to the new building, see also Note 2.

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Note 9 — Goodwill and Intangible Assets, Net

The following table presents details of the Company’s total goodwill:

As of October 1, 2017 $2,221,209 Goodwill resulting from acquisitions(1) 227,283 Other (3,597)As of September 30, 2018 $2,444,895 Goodwill resulting from acquisitions(2) 17,484 Other 456 As of September 30, 2019 $2,462,835

(1) Mainly relates to the acquisitions of Vubiquity, projekt202 and UXP. In allocating the total purchase price for Vubiquity, based on estimated fair

values, the Company recorded $148,184 of goodwill, $38,630 of customer relationships to be amortized over approximately nine years, $45,692of core technology to be amortized over approximately five years, $10,104 of trade mark to be amortized over eight years. In allocating the totalpurchase price of projekt202, based on estimated fair values, the Company recorded $34,390 of goodwill and $19,835 of customer relationships tobe amortized over four years. In allocating the total purchase price of UXP, based on estimated fair values, the Company recorded $40,629 ofgoodwill, $31,552 of core technology to be amortized over five years and $6,552 of customer relationships to be amortized over approximatelyfive years.

(2) Mainly relates to the acquisitions of TTS. In allocating the total preliminary purchase price for TTS, based on estimated fair values, the Companyrecorded $10,032 of goodwill, $29,500 of customer relationships to be amortized over approximately six years, $2,100 of core technology to beamortized over approximately six years and $1,300 of trade mark to be amortized over four years.

The Company performs an annual goodwill impairment test during the fourth quarter of each fiscal year, or more frequently if impairmentindicators are present. The Company operates in one operating segment, and this segment comprises its only reporting unit. In calculating the fair valueof the reporting unit, the Company uses its market capitalization and a discounted cash flow methodology. There was no impairment of goodwill infiscal years 2019, 2018 or 2017.

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The following table presents details regarding the Company’s total definite-lived purchased intangible assets:

Gross AccumulatedAmortization Net

September 30, 2019 Core technology(1) $ 775,479 $ (690,961) $ 84,518 Customer relationships 594,555 (483,313) 111,242 Other 44,946 (35,544) 9,402 Total $ 1,414,980 $ (1,209,818) $ 205,162 September 30, 2018 Core technology(1) $ 773,380 $ (628,932) $ 144,448 Customer relationships 563,656 (453,137) 110,519 Other 43,646 (33,364) 10,282 Total $ 1,380,682 $ (1,115,433) $ 265,249

(1) Amounts previously presented separately as Intellectual property rights and purchased computer software are included in Core Technology as the

nature of the intangible is consistent with the Core technology category. The asset was fully amortized as of 2019 and 2018, and consisted of grossasset of $51,996 and accumulated amortization of $51,996.

The following table presents the amortization expense of the Company’s definite-lived purchased intangible assets, included in each financialstatement caption reported in the consolidated statements of income:

Year Ended September 30, 2019 2018 2017

Cost of revenue $ 180 $ 572 $ 1,405 Amortization of definite-lived purchased intangible assets 94,205 105,213 108,453 Total $94,385 $105,785 $109,858

The estimated future amortization expense of definite-lived purchased intangible assets as of September 30, 2019 is as follows:

Amount Fiscal year: 2020 $ 70,138 2021 47,114 2022 34,940 2023 18,904 2024 11,186 Thereafter 22,880 Total $205,162

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Note 10 — Non-recurring charges

During fiscal year 2018 the Company incurred non-recurring charges of a loss incurred to settle a long-running legal dispute in total amount of$55,000 including legal costs and also incurred restructuring charges of $30,057 primarily related to employee severance expenses. During fiscal year2019 the Company paid the settlement amount of $50,000 and $5,000 in legal and other fees. During fiscal year 2019 and 2018 the Company paid mostof the restructuring charges, and the remaining amount will be paid over the next several quarters.

Note 11 — Income Taxes

The provision (benefit) for income taxes consists of the following:

Year Ended September 30, 2019 2018 2017

Current $102,391 $42,047 $69,535 Deferred (13,950) 25,098 6,551 Income taxes $ 88,441 $67,145 $76,086

All income taxes are from continuing operations reported by the Company in the applicable taxing jurisdiction. Income taxes also includeanticipated withholding taxes due on subsidiaries’ earnings when paid as dividends to the Company.

The Company maintained a tax receivable balance of $53,143 and $55,198 as of September 30, 2019 and 2018, respectively, which is included inPrepaid expenses and other current assets.

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Deferred income taxes are comprised of the following components:

As of September 30, 2019 2018

Deferred tax assets: Deferred revenue $ 30,659 $ 30,596 Employee compensation and benefits 76,327 72,218 Intangible assets, computer software and intellectual property 11,805 9,793 Tax credits, net capital and operating loss carryforwards 153,062 184,450 Other 73,249 49,732 Total deferred tax assets 345,102 346,789 Valuation allowances (85,533) (112,727)Total deferred tax assets, net 259,569 234,062

Deferred tax liabilities: Anticipated withholdings on subsidiaries’ earnings (70,961) (68,394)Intangible assets, computer software and intellectual property (104,926) (114,094)Other (81,736) (31,750)Total deferred tax liabilities (257,623) (214,238)

Net deferred tax assets $ 1,946 $ 19,824

The effective income tax rate varied from the statutory Guernsey tax rate as follows:

Year Ended September 30, 2019 2018 2017

Statutory Guernsey tax rate 0% 0% 0%Foreign taxes(1) 15.6 15.9 14.8 Effective income tax rate 15.6% 15.9% 14.8%

As a Guernsey company subject to a corporate tax rate of zero percent, the Company’s overall effective tax rate is attributable to foreign taxes.The Company’s income before income tax expense is considered to be foreign income.

(1) Foreign taxes for the year ended Sep 30, 2019:

In fiscal year 2019, foreign taxes included a benefit of $26,529 that was primarily attributable to the expiration of the periods set forth instatutes of limitations and to a lesser extent from the conclusions of tax audits related to unrecognized tax benefits accumulated over several yearsin certain jurisdictions.

Foreign taxes in fiscal year 2019 also included a benefit of $12,650 resulting from the release of valuation allowances on deferred tax assetsat certain of the Company’s subsidiaries, which will, more likely than not, be realized due to the Company’s projections of future taxable income.

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Foreign taxes for the year ended Sep 30, 2018:

In fiscal year 2018, foreign taxes included a benefit of $9,564 due to conclusions of tax audits in certain jurisdictions, which resulted in anincrease to the Company’s tax credits carryforwards and a reduction to the Company’s provision for gross unrecognized tax benefits. In addition,foreign taxes in fiscal year 2018 included a benefit of $18,022 that was attributable to the expiration of the periods set forth in statutes oflimitations related to unrecognized tax benefits accumulated over several years in certain jurisdictions. Foreign taxes in fiscal year 2018 alsoincluded a tax expenses of $12,032 resulting from the creation of valuation allowances on deferred tax assets at certain of the Company’ssubsidiaries, which may not be realized based on the Company’s projections of future taxable income.

In addition, foreign taxes in fiscal year 2018 included a provisional expense of $2,321 relating to changes in tax law in the United Statespursuant to SAB No. 118 (see Note 2). The provisional expense is attributable to deemed repatriation of foreign income partially offset by abenefit resulting from the re-evaluation of the Company’s deferred tax assets and liabilities due to the expected lower blended effective U.S.federal tax rate when the assets and liabilities are expected to be utilized.

As an indirect consequence to the changes in tax law in the United States the Company no longer makes a permanently reinvest assertionrelating to one of its subsidiaries, therefore, a provisional tax liability of $4,059 was recorded related to the tax implications of remitting earningsthat were previously asserted as permanently reinvested.

During fiscal year 2018, as a result of funding decisions for the construction of the Company’s new campus in Israel, see also Note 2, theCompany recorded a tax benefit of $28,795 related to the release of withholding and income tax reserves for unremitted earnings.

During fiscal year 2019, the net decrease in valuation allowances was $27,194. The valuation allowances, related to the uncertainty of realizingtax benefits primarily for tax credits, net capital and operating loss carryforwards related to certain of the Company’s subsidiaries. As of September 30,2019, the Company had tax credits, net capital and operating loss carryforwards of $797,091 of which $244,711 have expiration dates through 2039, andthe remainder do not expire.

During fiscal year 2018, the net increase in valuation allowances was $18,154, which related to the uncertainty of realizing tax benefits primarilyfor tax credits, net capital and operating loss carryforwards related to certain of the Company’s subsidiaries. As of September 30, 2018, the Companyhad tax credits, net capital and operating loss carryforwards of $894,997 of which $322,816 have expiration dates through 2038, and the remainder donot expire.

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The aggregate changes in the balance of the Company’s gross unrecognized tax benefits were as follows:

Year Ended September 30, 2019 2018 2017

Balance at beginning of fiscal year $187,646 $193,024 $196,668 Additions based on tax positions related to the current year 19,530 20,329 22,319 Additions (reduction) for tax positions of prior years 24,980 (3,805) 12,261 Settlements with tax authorities(1) (37,672) (3,880) (9,450)Lapse of statute of limitations (25,162) (18,022) (28,774)Balance at end of fiscal year $169,322 $187,646 $193,024

(1) The changes in the year ended September 30, 2019, in the balance of the Company’s gross unrecognized tax benefits that relate to settlements with

tax authorities is $37,672, the vast majority of which was offset by income tax payments and increase in Tax Payables and Deferred TaxLiabilities.

The total amount of unrecognized tax benefits, which includes interest and penalties, was $169,322 as of September 30, 2019, and $187,646 as ofSeptember 30, 2018, all of which would affect the effective tax rate if realized.

The Company recognizes interest and penalties related to unrecognized tax benefits in the provision for income taxes. As of September 30, 2019,the Company had accrued $31,108 in income taxes payable for interest and penalties relating to unrecognized tax benefits, of which $4,679 wasrecognized in the statements of income in fiscal year 2019, net of interest and penalty reversals. As of September 30, 2018, the Company had accrued$30,807 in income taxes payable for interest and penalties relating to unrecognized tax benefits, of which a benefit of $2,579 was recognized in thestatements of income in fiscal year 2018, net of interest and penalty reversals.

The Company is currently under tax audit in several jurisdictions for the tax years 2007 and onwards. Timing of the resolution of audits is highlyuncertain and therefore, as of September 30, 2019, the Company cannot estimate the change in unrecognized tax benefits resulting from these auditswithin the next 12 months.

It is reasonably possible that the amount of unrecognized tax benefits may decrease by up to $12,763 during fiscal year 2020 as a result of lapse ofstatutes of limitations in jurisdictions in which the Company operates.

Note 12 — Repurchase of Shares

From time to time, the Company’s Board of Directors can adopt share repurchase plans authorizing the repurchase of the Company’s outstandingordinary shares. On November 8, 2017, the Company’s Board of Directors adopted another share repurchase plan for the repurchase of up to anadditional $800,000 of the Company’s outstanding ordinary shares with no expiration date. In April 2018, the Company completed the repurchase of theremaining authorized amount of ordinary shares under the February 2016 plan and began executing repurchases under the November 2017 plan. In fiscalyear 2019, the Company repurchased approximately 6,656 ordinary shares at an average price of $59.79 per share (excluding broker and transactionfees). The November 2017 plan permits the Company to purchase its ordinary shares in open market or privately negotiated transactions at times andprices that it considers appropriate. As of September 30, 2019, the Company

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had remaining authority to repurchase up to $239,171 of its outstanding ordinary shares under the November 2017 plan. On November 12, 2019, theCompany’s Board of Directors adopted another share repurchase plan for the repurchase of up to an additional $800,000 of Company’s outstandingordinary shares which brings the unused authorization as of September 30, 2019 to $1,039,171. The November 2019 plan authorizations have noexpiration date and permit the Company to purchase its ordinary shares in open market or privately negotiated transactions at times and prices that itconsiders appropriate.

Note 13 — Financing Arrangements

In December 2011, the Company entered into a $500,000 five-year revolving credit facility with a syndicate of banks. In December 2014 and inDecember 2017, the credit facility was amended and restated to, among other things, extend the maturity date of the facility to December 2019 andDecember 2022, respectively. The credit facility is available for general corporate purposes, including acquisitions and repurchases of ordinary sharesthat the Company may consider from time to time. The interest rate for borrowings under the revolving credit facility is chosen at the Company’s optionfrom several pre-defined alternatives, depends on the circumstances of any advance and is based in part on the Company’s credit ratings. In March 2017,the Company borrowed an aggregate of $200,000 under the facility and repaid it in April 2017. In March 2018, the Company borrowed an aggregate of$120,000 under the facility and repaid it in April 2018. As of September 30, 2019, the Company was in compliance with the financial covenants underthe revolving credit facility and had no outstanding borrowings under this facility.

As of September 30, 2019, the Company had additional uncommitted lines of credit available for general corporate and other specific purposesand had outstanding letters of credit and bank guarantees from various banks totaling $91,291. These were supported by a combination of theuncommitted lines of credit that the Company maintains with various banks.

Note 14 — Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consist of the following:

As of September 30, 2019 2018

Ongoing accrued expenses $259,661 $256,012 Project-related provisions 140,701 155,739 Taxes payable 28,335 27,843 Dividends payable(1) 38,413 35,046 Derivative instruments(2) 5,053 20,821 Other 175,494 211,176

$647,657 $706,637

(1) The amounts payable as a result of the August 7, 2019 and the July 31, 2018 dividend declarations. See Note 19 to the consolidated financialstatements.

(2) Includes derivatives that are designated as hedging instruments and derivatives that are not designated as hedging instruments. See Note 7 to theconsolidated financial statements.

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Note 15 — Interest and other expense, net

Interest and other expense, net, consists of the following:

Year Ended September 30, 2019 2018 2017

Interest income $ 6,225 $ 6,602 $ 7,972 Interest expense (3,911) (2,764) (1,600)Foreign exchange loss (7,860) (6,173) (8,246)Other, net 3,687 (4,431) (2,547)

$(1,859) $(6,766) $(4,421)

Note 16 — Contingencies and Commitments

Commitments

The Company leases office space and vehicles under non-cancelable operating leases in various countries in which it does business. Futureminimum non-cancelable lease payments, which include rent and other payments the Company is obligated to make, based on the Company’scontractual obligations as of September 30, 2019 are as follows:

For the year ended September 30, 2020 $ 69,043 2021 60,544 2022 51,863 2023 31,951 2024 24,350 Thereafter 93,845

$ 331,596

Rent expense net of sublease income was approximately $65,692, $63,603 and $55,480 for fiscal years 2019, 2018 and 2017, respectively. TheCompany had immaterial committed future sublease income as of September 30, 2019.

Legal Proceedings

The Company is involved in various legal claims and proceedings arising in the normal course of its business. The Company accrues for a losscontingency when it determines that it is probable, after consultation with counsel, that a liability has been incurred and the amount of such loss can bereasonably estimated. At this time, the Company believes that the results of any such contingencies, either individually or in the aggregate, will not havea material adverse effect on the Company’s financial position, results of operations or cash flows.

Since 2014, the Company has been defending a lawsuit against certain of its subsidiaries in the U.S. District Court in Oregon alleging breach ofcontract and trade secret misappropriation. According to the suit, the Company improperly utilized information received in connection with itselectronic payment processing solution, which is one of several components of its mobile financial services offerings. During fiscal year 2016, theDistrict Court denied the Company’s motions to dismiss and to compel arbitration with respect to certain of the

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claims, and the proceedings continued. The District Court scheduled a tentative jury trial date for late October 2018. The Company filed a motion forsummary judgment with the District Court during fiscal year 2018 and the District Court partially granted the motion with respect to two trade secrets.In October 2018, while continuing to deny the plaintiff’s allegations, the Company entered into a settlement agreement with the plaintiff, which includeda $50,000 settlement payment by the Company, in consideration for a mutual release of each party and its respective customers with no admission ofliability or fault. As a result of the settlement, the lawsuit was dismissed with prejudice on November 13, 2018. During fiscal year 2019 the Companypaid the settlement amount of $50,000 and $5,000 in legal and other fees which were accrued as of September 30, 2018.

Certain of the Company’s subsidiaries are currently in a dispute with a state-owned telecom enterprise in Ecuador, which appears to have politicalaspects. The Company’s counterparty has claimed monetary damages. The dispute is over contracts, under which the Company was providing certainservices, which have been terminated by the counterparty in connection with such dispute and which are under scrutiny by certain local governmentalauthorities. The Company believes it has solid arguments and is vigorously defending its rights. To date, however, such defense efforts, includingmotions alleging constitutional defects, have encountered a dismissive approach by the Ecuadorian Courts, with reasoning that the Company believes isinconsistent with applicable law. The Company is unable to reasonably estimate the ultimate outcome of the above dispute.

Guarantor’s Accounting and Disclosure Requirements for Guarantees

In the ordinary course of its business, the Company provides certain customers with financial performance guarantees which, in certain cases, arebacked by lines of credit. The Company is only liable for the amounts of those guarantees in the event of the Company’s nonperformance, which wouldpermit the customer to exercise the guarantee.

The Company generally offers its products with a limited warranty. The Company’s policy is to accrue for warranty costs, if needed, based onhistorical trends in product failure. Based on the Company’s experience, only minimal warranty charges have been incurred after revenue was fullyrecognized and, as a result, the Company did not accrue any amounts for product warranty liability during fiscal years 2019, 2018 and 2017.

The Company generally indemnifies its customers against claims made by third parties arising from the use of the Company’s software and certainother matters. To date, the Company has incurred and recorded immaterial costs as a result of such obligations in its consolidated financial statements.

Note 17 — Employee Benefits

The Company accrues severance pay mainly for the employees of its Israeli operations in accordance with Israeli law and certain employmentprocedures on the basis of the latest monthly salary paid to these employees and the length of time that they have worked for the Israeli operations. Theseverance pay liability amounted to $266,209 and $258,262 as of September 30, 2019 and 2018, respectively, and is included as accrued employee costsin other noncurrent liabilities. This liability is partially funded by amounts on deposit with insurance companies that totaled $206,752 and $202,230 asof September 30, 2019 and 2018, respectively, and are included in other noncurrent assets. The accrued severance expenses were $33,355, $28,472 and$32,908 for fiscal years 2019, 2018 and 2017, respectively.

The Company sponsors defined contribution plans covering certain of its employees around the world. The plans primarily provide for Companymatching contributions based upon a percentage of the employees’ contributions. The Company’s contributions in fiscal years 2019, 2018 and 2017under such plans were not material compared to total operating expenses.

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The Company maintains non-contributory defined benefit plans that provide for pension, other retirement and post-employment benefits forcertain employees of a Canadian subsidiary based on length of service and rate of pay. The Company accrues its obligations to these employees underemployee benefit plans and the related costs net of returns on plan assets. Pension expense and other retirement benefits earned by employees areactuarially determined using the projected benefit method pro-rated on service and based on management’s best estimates of expected plan investmentsperformance, salary escalation, retirement ages of employees, discount rate, inflation and expected health care costs. The fair value of the employeebenefit plans’ assets is based on market values. The plan assets are valued at market value for the purpose of calculating the expected return on planassets and the amortization of experienced gains and losses. The Company recognized the funded status of such plans in the balance sheet. The pensionand other benefits costs related to the non-contributory defined benefit plans were immaterial in fiscal years 2019, 2018 and 2017.

Note 18 — Stock Option and Incentive Plan

In January 1998, the Company adopted the 1998 Stock Option and Incentive Plan, or Equity Incentive Plan, which provides for the grant ofrestricted stock awards, stock options and other equity-based awards to employees, officers, directors, and consultants. Since its adoption, the EquityIncentive Plan has been amended on several occasions to, among other things, increase the number of ordinary shares issuable under the EquityIncentive Plan. In January 2017, the maximum number of ordinary shares authorized by the Company’s Board of Directors to be granted under theEquity Incentive Plan was increased from 62,300 to 67,550. The issuance of such additional shares was registered with the SEC in February 2018.Awards granted under the Equity Incentive Plan generally vest over a period of three to four years and stock options have a term of ten years. Also, inaccordance with the Equity Incentive Plan, options are issued at or above the market price at the time of the grant.

The following table summarizes information about options to purchase the Company’s ordinary shares, as well as changes during the fiscal yearended September 30, 2019:

Number ofShare

Options Weighted Average

Exercise Price Outstanding as of October 1, 2018 6,418 $ 54.76 Granted 1,975 60.04 Exercised (874) 47.41 Forfeited (682) 60.52 Outstanding as of September 30, 2019(1) 6,837 $ 56.65 Exercisable as of September 30, 2019(1) 2,899 $ 50.60

(1) As of September 30, 2019, the weighted average remaining contractual life of outstanding and exercisable options was 7.24 and 5.63 years,

respectively.

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The following table summarizes information relating to awards of restricted shares, as well as changes during the fiscal year ended September 30,2019:

Number of

Shares

Weighted AverageGrant Date Fair

Value Outstanding as of October 1, 2018 1,022 $ 60.68 Granted 521 61.65 Vested (459) 59.32 Forfeited (147) 61.86 Outstanding as of September 30, 2019 937 $ 61.70

The total intrinsic value of options exercised during fiscal years 2019, 2018 and 2017 was $13,081, $38,025 and $47,321, respectively.

The value of restricted shares vested during fiscal years 2019, 2018 and 2017 was $28,430, $35,801 and $36,922, respectively.

The aggregate intrinsic value of outstanding and exercisable stock options as of September 30, 2019 was $56,997 and $40,532, respectively.

Employee equity-based compensation pre-tax expense for the years ended September 30, 2019, 2018 and 2017 was as follows:

Year Ended September 30, 2019 2018 2017

Cost of revenue $19,879 $18,253 $19,215 Research and development 2,714 3,476 3,536 Selling, general and administrative 15,957 25,747 21,788 Total $38,550 $47,476 $44,539

The fair value of options granted was estimated on the date of grant using the Black-Scholes pricing model with the assumptions noted in thefollowing table (all in weighted averages for options granted during the year):

Year Ended September 30, 2019 2018 2017

Risk-free interest rate(1) 2.64% 2.30% 1.63%Expected life of stock options(2) 4.50 4.50 4.50 Expected volatility(3) 17.8% 15.0% 16.2%Expected dividend yield(4) 1.82% 1.51% 1.47%Fair value per option $9.13 $8.70 $7.62

(1) Risk-free interest rate is based upon U.S. Treasury yield curve appropriate for the term of the Company’s employee stock options.(2) Expected life of stock options is based upon historical experience.(3) Expected volatility is based on blended volatility.(4) Expected dividend yield is based on the Company’s history and future expectation of dividend payouts.

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Note 19 — Dividends

The Company’s Board of Directors declared the following dividends during the fiscal years ended September 30, 2019, 2018 and 2017:

Declaration Date Dividends Per

Ordinary Share Record Date Total Amount Payment Date August 7, 2019 $ 0.285 September 30, 2019 $ 38,413 October 25, 2019 May 14, 2019 $ 0.285 June 28, 2019 $ 38,730 July 19, 2019 February 5, 2019 $ 0.285 March 29, 2019 $ 39,084 April 19, 2019 November 8, 2018 $ 0.250 December 31, 2018 $ 34,755 January 18, 2019 July 31, 2018 $ 0.250 September 28, 2018 $ 35,046 October 19, 2018 May 10, 2018 $ 0.250 June 29, 2018 $ 35,363 July 20, 2018 January 30, 2018 $ 0.250 March 30, 2018 $ 35,637 April 20, 2018 November 8, 2017 $ 0.220 December 29, 2017 $ 31,556 January 19, 2018 August 2, 2017 $ 0.220 September 29, 2017 $ 31,736 October 23, 2017 May 9, 2017 $ 0.220 June 30, 2017 $ 31,981 July 14, 2017 February 1, 2017 $ 0.220 March 31, 2017 $ 32,223 April 14, 2017 November 8, 2016 $ 0.195 December 30, 2016 $ 28,606 January 13, 2017

The amounts payable as a result of the August 7, 2019, July 31, 2018 and August 2, 2017 declarations were included in accrued expenses andother current liabilities as of September 30, 2019, 2018 and 2017, respectively.

On November 12, 2019, the Company’s Board of Directors approved quarterly dividend payment of $0.285 per share, and set December 31, 2019as the record date for determining the shareholders entitled to receive the dividend, which is payable on January 24, 2020.

On November 12, 2019, the Company’s Board of Directors also approved, subject to shareholder approval at the January 2020 annual generalmeeting of shareholders, an increase in the quarterly cash dividend to $0.3275 per share, anticipated to be paid in April 2020 .

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Note 20 — Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per share:

Year Ended September 30, 2019 2018 2017

Numerator: Net income $479,446 $354,396 $436,826 Net income and dividends attributable to participating restricted shares (3,295) (2,650) (3,517)Numerator for basic earnings per common share $476,151 $351,746 $433,309 Undistributed income allocated to participating restricted shares 2,252 1,617 2,512 Undistributed income reallocated to participating restricted shares (2,240) (1,603) (2,488)Numerator for diluted earnings per common share $476,163 $351,760 $433,333

Denominator: Weighted average number of shares outstanding — basic 137,418 142,422 146,017 Weighted average number of participating restricted shares (944) (1,065) (1,176)Weighted average number of common shares — basic 136,474 141,357 144,841 Effect of dilutive stock options granted 691 1,282 1,414 Weighted average number of common shares — diluted 137,165 142,639 146,255

Basic earnings per common share $ 3.49 $ 2.49 $ 2.99 Diluted earnings per common share $ 3.47 $ 2.47 $ 2.96

For the fiscal years ended September 30, 2019, 2018 and 2017, 3,547, 1,357 and 1,281 shares, respectively, on a weighted average basis, wereattributable to antidilutive outstanding stock options and therefore were not included in the calculation of diluted earnings per share.

Note 21 — Segment Information and Sales to Significant Customers

The Company and its subsidiaries operate in one operating segment, providing software products and services for the communications,entertainment and media industry service providers.

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Geographic Information

The following is a summary of revenue and long-lived assets by geographic area. Revenue is attributed to geographic region based on the locationof the customers.

Year Ended September 30, 2019 2018 2017

Revenue North America (mainly United States) $ 2,582,719 $ 2,550,234 $ 2,546,290 Europe 598,731 572,196 488,932 Rest of the world 905,219 852,407 831,933 Total $ 4,086,669 $ 3,974,837 $ 3,867,155

As of September 30, 2019 2018

Long-lived Assets(1) Europe $206,086 $187,884 North America 95,876 88,251 Rest of the world:

Israel 168,493 161,726 India 36,546 37,239 Others 18,313 21,485

Total $525,314 $496,585

(1) Property and equipment, net.

Revenue by nature of activities

Year Ended September 30, 2019 2018 2017

Managed services arrangements $ 2,246,279 $ 2,051,589 $ 2,005,382 Others 1,840,390 1,923,248 1,861,773 Total $ 4,086,669 $ 3,974,837 $ 3,867,155

Sales to Significant Customers

The Company had one customer, AT&T, which accounted for at least ten percent of its total revenue in each of fiscal years 2019, 2018 and 2017.The percentage of revenue from this customer out of total revenue during fiscal years 2019, 2018 and 2017 was 23%, 27% and 33%, respectively.

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Note 22 — Selected Quarterly Results of Operations (Unaudited)

The following are details of the unaudited quarterly results of operations for the three months ended:

September 30, June 30, March 31, December 31, 2019

Revenue $ 1,030,253 $1,024,704 $1,019,657 $ 1,012,055 Operating income 144,154 142,320 150,175 133,097 Net income 122,027 131,448 124,279 101,692 Basic earnings per share 0.90 0.96 0.90 0.73 Diluted earnings per share 0.90 0.96 0.90 0.72

2018 Revenue $ 1,002,588 $1,002,198 $ 992,340 $ 977,711 Operating income 68,819 105,518 131,827 122,143 Net income 44,266 91,530 101,727 116,873 Basic earnings per share 0.31 0.64 0.71 0.81 Diluted earnings per share 0.31 0.64 0.70 0.80

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VALUATION AND QUALIFYING ACCOUNTS(In thousands)

Accounts Receivable

Allowances Valuation Allowances onNet Deferred Tax Assets

Balance as of September 30, 2016 $ 39,512 $ 96,870 Charged to costs and expenses 17,282 16,425 Charged to other accounts 1,985 5,000(1)Deductions (30,053)(3) (23,722)(2)

Balance as of September 30, 2017 28,726 94,573 Charged to costs and expenses 6,134 18,173 Charged to other accounts 1,226 6,121(1)Deductions (14,875)(4) (6,140)

Balance as of September 30, 2018 21,211 112,727 Charged to costs and expenses 22,260 1,009 Charged to other accounts 2,406 6,008(1)Deductions (9,756)(6) (34,211)(5)

Balance as of September 30, 2019 $ 36,121 $ 85,533

(1) Includes valuation allowances on deferred tax assets incurred in connection with an acquisition.

(2) $2,416 of valuation allowances on deferred tax assets were written off against the related deferred tax assets, and the remaining deductions in thevaluation allowances on net deferred tax assets were released to earnings.

(3) $3,008 of accounts receivable allowances were written off against the related accounts receivables, $5,291 of accounts receivable allowances werenetted against deferred revenue, and the remaining deductions in the accounts receivable allowances were released to earnings.

(4) $6,659 of accounts receivable allowances were written off against the related accounts receivables, and the remaining deductions in the accountsreceivable allowances were released to earnings.

(5) $7,588 of valuation allowances on deferred tax assets were written off against the related deferred tax assets, and the remaining deductions in thevaluation allowances on net deferred tax assets were released to earnings.

(6) $3,539 of accounts receivable allowances were written off against the related accounts receivables, and the remaining deductions in the accountsreceivable allowances were released to earnings.

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